Dear Sir,
Sub: Annual Report - Regulation 34 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.
The Seventy First Annual General Meeting ('AGM') of the Company will be held on
Friday, zs" June, 2019 at 3.00 p.m. at Walchand Hirachand Hall, 4th Floor, Indian
Merchants' Chamber Building, IMC Marg, Churchgate, Mumbai 400 020.
The Annual Report for the financial year 2018-19 is uploaded on the website of the
Company (www.rallis.co.in).
Thanking you,
Yours faithfully,
RALLIS INDIA LI
(YASH SHETH)
COMPANY SECRETARY
Regd Office 156/157 15th Floor Nariman Bhavan 227 Nariman Point Mumbai 400 021
Tel 91 22 6665 2700 Fax 91 22 6665 2847 website www.rallis.co.in
A TATA Enterprise
Accelerating
Farm
Prosperity
71st Annual Report 2018-19
Basis of Reporting
Our approach to the adoption of Reporting period, scope and boundary
Integrated Reporting <IR> The Report covers financial and non-financial information
Integrated Report <IR> is fast emerging as a new and activities of Rallis and subsidiaries - Metahelix Life
corporate reporting platform and practice. <IR> enhances Sciences Limited and Zero Waste Agro Organics Limited
and enriches reporting primarily due to its (i) wider for the period 1st April, 2018 to 31st March, 2019. While
focus on creating value for all stakeholders and (ii) the financial information has been audited by B S R & Co.,
utilisation and interlinkages of multiple capitals in the LLP, Chartered Accountants, the non-financial information
value creation process. are management estimates.
While <IR> is not yet statutorily mandated we, at Rallis Approach to materiality
India Limited (Rallis), have voluntarily commenced our The Report covers key material aspects that have been
<IR> journey as part of our constant endeavour towards identified through various stakeholder engagements, their
transparency and disclosures beyond statutory norms. impact on the Company’s value-creation process and
how these are being addressed with a measurable target.
The Report embraces the holistic reporting approach This will assist stakeholders to take informed decisions
as suggested by the International Integrated Reporting regarding their engagement with the Company.
Council (IIRC) and the Securities and Exchange Board of
India’s (SEBI) circular dated 6th February, 2017.
Reporting principle
The Report is prepared in line with the Companies Act,
2013 (and the Rules made thereunder), Indian Accounting
Standards, SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, Secretarial Standards
and IIRC’s <IR> framework. The Report is compiled with
the help of various internationally recognised framework
and guidelines especially to present the non-financial data
in a manner that is concise, comparable and enhances
the value of the Report for the shareholders as well as
other stakeholders.
37-117
STATUTORY REPORTS
258-280
Notice 258
Board’s Report 38
Financial Statistics 275
Management Discussion and Analysis
Report 72 Attendance Slip/Proxy Form
Corporate Governance Report 88
Business Responsibility Report 108
Forward-looking statementS
Certain statements in this Report relating to our business operations and
Annual General Friday, 28th June, 2019 prospects may be forward-looking statements. These statements can be
Meeting identified by usage of words such as ‘believes’, ‘estimates’, ‘anticipates’,
‘expects’, ‘intends’, ‘may’, ‘will’, ‘plans’, ‘outlook’ and other words of
Time 3.00 p.m. similar meaning in connection with a discussion of future operating or
financial performance.
Venue Walchand Hirachand Hall, These forward-looking statements are dependent on assumptions, data or
4th Floor, Indian Merchants’ methods that may be incorrect or imprecise and hence may be incapable
Chamber Building, IMC Marg, of being realised. Such statements are not guaranteed of future operating,
financial and other results, but constitute our current expectations
Churchgate, Mumbai 400 020 based on reasonable assumptions. The Company’s actual results could
materially differ from those projected in any forward-looking statements
Book Closure 21st June, 2019 to 28th June, 2019 due to various future events, risks and uncertainties some of which are
Dates (Both days inclusive) beyond our control. We do not assume any obligation to update or revise
any forward-looking statements, whether as a result of new information,
future events or otherwise.
Rallis India Limited Corporate Overview
Accelerating
Farm
Prosperity
02 | 71st Annual Report 2018-19
Company at a Glance
Our
mission
Serving Farmers
Through Science
Our
vision
We aspire to be amongst the
top 3 leading enterprises by
2025 in the chosen areas within
farm inputs and chemistry-
led businesses
Our
values
• Safety
• Passion
• Integrity
• Customer-Centricity
• Excellence
03
Rallis India Limited Corporate Overview
21.00%
5.03%
86% Turnover 2% 50.09% 6.19%
`1,671.5 crores*
17.07%
12%
0.62%
Agri inputs romoter and promoter group
P
Contract manufacturing (Including chemicals) Resident individuals
Miscellaneous (other than agri inputs) Foreign holdings
Public financial institutions
Other companies, mutual funds
* As on 31st March, 2019 Others
Our Footprint
Manufacturing facilities
1. Ankleshwar, Gujarat
2. Dahej, Gujarat
3. Lote, Maharashtra
4. Akola, Maharashtra
Innovation CENTRES
5. Rallis Innovation Chemistry Hub (RICH),
Bengaluru
6. Metahelix Life Sciences R&D facility,
Bengaluru 2
Seed Research farms, across India 1 4
Export locations 3
50 countries across Europe, Asia,
Middle East, Americas, Africa and Oceania
5 6
Supply chaiN
05
Rallis India Limited Corporate Overview
Performance
Highlights
Financial capital
Financial capital represents funds available and utilised for investment in manufacturing and other forms
of capitals. We generate funds from surplus arising out of business operations and financing activities in the
form of equity and debt. We leverage our expertise to source funds from various channels to strengthen our
balance sheet.
Standalone
Turnover EBITDA PAT ROCE RONW
` 1,671.5 crores ` 206.3 crores ` 128.98 crores 15% 10%
Increased by 10% from Declined by 9% from Declined by 9% from Declined Declined by
` 1,515.94 crores recorded in ` 226.19 crores recorded ` 141.49 crores recorded by 96 basis 167 basis
FY 2017-18 owing to the in FY 2017-18 owing in FY 2017-18. points points
strong performance of the to increase in import from 16% from 12%
international business and costs of raw materials recorded in recorded in
increase in product realisation. from China and higher FY 2017-18. FY 2017-18.
exceptional charges.
Consolidated
Turnover EBITDA PAT ROCE RONW
` 1,983.96 crores ` 240.94 crores ` 154.78 crores 16% 12%
Increased by 10% from Declined by 9% from Declined by 7% from Declined Declined
` 1,808.46 crores recorded ` 264.47 crores recorded ` 167.02 crores recorded by 170 by 199
in FY 2017-18 owing to in FY 2017-18 owing in FY 2017-18. basis points basis points
the strong performance to increase in import from 18% from 14%
of international business costs of raw materials recorded in recorded in
and increase in product from China and higher FY 2017-18. FY 2017-18.
realisation. exceptional charges.
ManufacturED capital
Manufactured capital represents our plants, physical assets, warehouses and logistics facilities. We use
these for production and distribution of our formulations and chemicals. We continually invest in these to
enhance production, safety and reliability of operations and ensure efficient distribution.
Intellectual capital
Intellectual capital represents our scientific knowledge and research skills which form the backbone of our
business. It enables us to develop superior products, improve process efficiency and drive resource optimisation.
We collaborate with global experts, institutions, innovators and start-ups to strengthen our capabilities and
innovation quotient.
Relationship capital represents our focus on building long-term and trust-based relations with our business
partners. We work closely with them to build their capacities, share knowledge and invest in product innovation
to match their requirements.
Human capital
Human capital represents the collective knowledge, skills and experience of our workforce that facilitates in
value creation. We invest in their skill building, engagement and welfare to maximise the outcomes and provide
them with a safe and healthy work environment.
Employees covered under talent Employee engagement Turnover per Diversity (nos.)
development programme (nos.) score employee
Male - 968
39 79% ` 1.67 crores Female - 33
Through Tata Management Training Centre
Natural capital
Natural capital represents all the renewable and non-renewable resources that we utilise for our operations,
including raw materials, land and water. We make these investments to ensure that our operations are sustainable.
07
Rallis India Limited Corporate Overview
Chairman’s
Message
Dear Shareholders,
In FY 2018-19, we continued our efforts to drive farmer
prosperity with our innovation driven products, agronomic
services and digital technology. Farmers continue to remain
at the core of our strategy and we remain motivated to serve
their composite needs. The theme of this Annual Report
‘Accelerating Farm Prosperity’ aptly captures this message.
This report marks the beginning of our Integrated Reporting
<IR> journey. The reporting format is in line with our efforts
to present a fair, transparent and holistic view of our value
creation process to our stakeholders.
Performance review
FY 2018-19 was a challenging year, attributed to external
and internal factors. Externally, environmental crackdowns
in China continued and disrupted operations of several
upstream suppliers, some of whom even shut down. This
triggered a raw material scarcity and led to price hikes.
Closer home, erratic monsoon, uneven rainfall distribution
and its prolonged withdrawal in certain locations led to
a drastic shifting in crop and pest load, along with rural
distress. While crops such as paddy and cotton experienced
a bad season, soybean and groundnut, despite undergoing
a good season, witnessed low output price. Further,
restrictions on co-marketing of products in certain States
impacted sales. Consequently, greater levels of credit
and sales returns together with expenses towards new
technology absorption, impacted cash flows.
Amidst a challenging scenario, our strong portfolio,
distribution network and brand equity enabled us to deliver
a steady performance. In the domestic business, although
volumes were largely flat with margins being under pressure,
1,984 155
an encouraging sign has been the growing acceptance of
our Rallis Samrudh Krishi® (RSK) package. Through RSK,
` `
we provide holistic solutions to the farmers – right from
crores crores
seeds to harvest, digital technology-enabled agronomy and
Consolidated Consolidated weather information services. Increasing number of farmers
Revenues Profit After Tax for RSK validates its effectiveness in enhancing their yield
and income. This is a big positive for our future growth.
Our international business performed well. Disruptions
in China led to customers looking for better avenues for
Amidst a challenging scenario, consistent and reliable supply of agro chemical products.
A proven track record, along with the advantage of being
our strong portfolio, distribution a Tata group company, worked in our favour. We added
network and brand equity new customers, achieved new product registrations and
also retained existing customers through strong customer
enabled us to deliver a steady relations management. This led to an improved demand in
performance. the key markets of Brazil, the US, Europe and South East
Asia. Though issues of capacity constraints perforce led us seeds operations. During the year under review, the Board
to forego several spot business opportunities, we remained has approved the merger of Metahelix into Rallis to achieve
focused on addressing this by ramping up the capacity of operational synergies. The merger is subject to necessary
our Dahej plant. statutory and regulatory approvals.
Our subsidiary, Metahelix Life Sciences (Metahelix) also Safety & Sustainability
faced challenges leading to marginal growth in revenues Despite robust safety management processes, there was
and a decline in the bottom line. Despite difficult market an unfortunate incident of flash fire at the Ankleshwar unit
conditions, it continued to maintain and grow its market during the year resulting in fatality of one employee. We have
share across various product lines. This is a positive trend,
provided all support to the family of deceased employee.
which indicates the strength of our product line-up and the
We are also taking various measures to further strengthen
robustness of its marketing and distribution initiatives.
our process safety to ensure safe and healthy environment
Overall, for FY 2018-19, our consolidated revenue from at all our units.
operations grew by 10% to ` 1,984 crores, whereas pressure
As much as we are contributing towards transforming
on margins led to EBITDA and PAT declining by 9% and 7%,
India’s agricultural scenario, we also remain committed
respectively, to ` 241 crores and ` 155 crores, respectively.
to improve the communities around us and nurture the
Focused on regaining momentum planet. Investment in renewable energy sources, effluent
Even as the numbers have been on the lower side, it is management and water recycling has enabled us to
important to consider the strong fundamentals of the significantly reduce consumption of natural resources and
organisation. We are one of the few companies serving the the impact of our operations on the environment. Our efforts
composite needs of farmers. We have a strong portfolio of on reducing emission, harmful liquid discharge and toxicity
seeds, crop protection, organic compost and plant growth of our products, by shifting to an environment-friendly
nutrient products, coupled with agronomic services backed portfolio, has significantly reduced our carbon footprint.
with digital technology. This is being further fortified with a Additionally, we are also adopting key initiatives to make
strong line-up of products. all our buildings green. Our social initiatives are directed
towards education, farmer awareness, skill development
We are determined to fill our portfolio gaps, supported
and ensuring the safety of our people.
by products from alliances and a strong R&D drive.
We are looking at achieving deeper market penetration Way forward
by expanding our distribution network and supporting Our intent, going forward, will be to accelerate farm
them with enhanced incentive programmes and digital prosperity, while striving for long-term sustainable growth.
technology. Our product development teams are also We have devised key strategies and embarked on several
working towards alternate product delivery mechanisms. initiatives towards this goal. Our focus continues to be on
We remain optimistic about our international effective implementation of these strategies to maximise
business. In fact, we consider this segment to be value creation.
our key growth driver with significant opportunities I would like to place on record the appreciation of the Board
in product distribution and contract manufacturing for the contribution of Mr. V. Shankar who stepped down from
space, led by our strong partnerships. We are
the Board to lead the Centre of Sustainable Agriculture and
making the right investments to scale this business
Farm Excellence (C-SAFE), an initiative to commemorate the
higher. We have already made investments towards
150 years of the Tata group. I also welcome Mr. Sanjiv Lal
expanding our manufacturing capacities, setting up
as the Managing Director & CEO effective 1st April, 2019.
new capacities for critical inputs as part of backward
integration, acquiring more product registrations and I thank all our stakeholders for their whole-hearted
thrust on R&D for developing relevant products for key support. As we move towards a better tomorrow, our
markets. In the contract manufacturing space, we are intent will be to create value for each stakeholder – to
reaching out to more customers to build new partnerships, ensure we can grow together.
leveraging our process and formulation development
track record and our low-cost manufacturing advantage.
09
Rallis India Limited Corporate Overview
Board of
Directors
Mr. Bhaskar Bhat Mr. Prakash R. Rastogi
Chairman, Non-Executive Non-Executive Independent
Non-Independent Director Director
2 1 2 4
Board Committees*
1 Audit | 2 Nomination and Remuneration | 3 Risk Management | 4 Corporate Social Responsibility | 5 Stakeholders’ Relationship
Chairperson Member
r. Sanjiv Lal is a Chemical Engineering Graduate from the IIT, New Delhi. Mr. Lal was appointed on the
M
Board of the Company as Managing Director & CEO on 1st April, 2019. Prior to his appointment, Mr. Lal
was the Chief Operating Officer of the India Chemicals Business of Tata Chemicals. After he joined Tata
Chemicals in 2004, he has handled its Agri Retail Business, headed the organisational transformation
and business excellence function, headed the information technology function and was also nominated
as the Joint Managing Director to IMACID, a JV in Morocco. Before joining Tata Chemicals, Mr. Lal has
worked with Hindustan Unilever for 21 years in various functions.
11
Rallis India Limited Corporate Overview
Output OUTCOMES*
Financial capital
UoM FY 2018-19
Fungicide production Net sales ` (crores) 1,671.5
MT EBIDTA ` (crores) 206.3
Strategy PAT ` (crores) 128.98
Risks and 6,755 EPS ` / share 6.63
and resource
opportunities Dividend (on face value of ` 1 each) ` / share 2.5 (250%)
allocation Net worth ` (crores) 1,248.36
Herbicide production
MT Market capitalisation (as on 31st March, 2019) ` (crores) 3,187.35
ROCE % 15
6,119 ROE % 10
Working capital days 116
Manufactured capital
Insecticide production
Fungicide sales KL 2,503
MT Fungicide sales Metric Tonnes 3,439
11,738 Herbicide sales KL 1,452
Herbicide sales Metric Tonnes 4,241
Insecticide sales KL 4,265
Key Products Insecticide sales Metric Tonnes 6,896
Seed sales MT 1,378
Average plant utilisation % 82.40
Herbicides: Tata Intellectual capital
Metri, Taarak, Innovation turnover index % 10
Tata Panida, Panida- New products developed (through RICH)
nos. 5
Grande, Sartaj, Fateh (1 product commercialised)
Products in pipeline (through RICH) nos. 40
Molecules in pipeline (through RICH) nos. 10
Packaging Fungicides: Contaf, Ratio of R&D expenses to sales % 1.18
Contaf Plus, Taqat, Human capital
We make available Ergon, Tata Master, Turnover per Employee ` (crores) 1.67
products in multiple Sultaf Fatality nos. 1
pack sizes to meet Injuries/million
TRIFR 1.01
diverse customer man hours
requirements Insecticides: Asataf, Attrition rate % 15.9
Applaud, Takumi, Employee Engagement Scores % 79
Hunk, Nagata, Origin, People trained under management development
nos. 39
Reeva 5, Sedna, Sonic programme
Employees covered under safety training programme % 100
Flo, Tata Mida, Zeeny, Training days per employee man-days 5.46
Rilon, Anant, Summit Social and Relationship capital
Lives impacted with CSR interventions nos. 1,53,000
Plant Growth Students covered under education programme nos. 8,600
Farmers and their families benefited from
Farmer Nutrients: Ralligold
agriculture development programme
nos. 33,758
support services WP, Ralligold Gr, Evaluation of strategically important suppliers
Tata Bahaar, Uphaar, % 100
We have initiated (% of target achieved)
Solubor, Glucobeta, Customer Satisfaction Index Score Net Promoter
services using digital 35
Tracel, Surplus (for farmers) Score
technology to enable farmers
Customer complaints / resolution (DF + IBD) nos./% 63/97%
to access timely Supplier satisfaction index % 96.97
information on weather, 20 (DF) & 60 (IBD)
market prices, crop Grievance resolution time (DF + IBD) days
standard time
environment etc. Natural capital
Saplings planted nos. 80,419
Energy saved kWh 9,40,570
Energy generated from renewable sources % 20.8
Fresh water consumption m3 3,45,123
Water recharge m3 1.21 mcm
• Information Technology and Digital Water discharged m3 94,333
Water recycled % 31
• Finance and Accounts Green Manufacturing Index score 79
• Legal and Secretarial Solid waste utilisation % 27
GHG Emissions (CO2) CO2 emission 1.61
• Internal Audit TRIFR: Total Recordable Injury Frequency Rate
• Administration DF: Domestic Formulation
IBD: International Business Division
• Business Excellence RICH: Rallis Innovation Chemistry Hub
*On Standalone basis
13
Rallis India Limited Corporate Overview
Business Review
Domestic business is focused on comprehensive offering Under our international business, we engage in the
of agri inputs namely seed, crop protection, plant growth distribution of technical-grade crop care and branded
nutrients and organic compost. formulation either directly or through alliances. We also
undertake contract manufacturing for leading companies
We engage with millions of loyal farmers to promote safe in the areas of agro chemicals and polymers.
and innovative products in the chosen area of business
to enhance farm productivity aimed at improving quality
of farm produce and life of farmers. Digital applications Key Highlights
introduced in the recent past will provide services to Added new customers and obtained new
farmers relating to agronomy information, weather and registrations
pest forecast to enable them for timely interventions in
Evaluation in progress on new molecules
managing crops.
46% of growth led by the herbicide category
Key Highlights
Revenues marginally decreased from ` 1,037 crores
in FY 2017-18 to ` 1,022 crores Road ahead
Merger of subsidiaries, Metahelix Life Sciences and Increase share of wallet from B2B customers
Zero Waste Agro, with Rallis subject to necessary Cost effective offering of new off-patent molecules
statutory approvals
Augment capacities to meet demand of long-
term partners as well as leverage short-term
opportunities
Road ahead
R&D focus on process improvement for cost
Cost synergy from merger of subsidiaries efficiency
Portfolio rejuvenation:
- Five new products expected to be launched
Innovation turnover index (in %)
- Scale up recent launches
11
activities
7
2017-18
2018-19
Strategies to
Accelerate Pace
Science and technology-led innovation for the betterment of agriculture and the farmer
community is the bedrock of our long-term growth and value creation. We remain agile to
changing customer preferences and industry trends by undertaking appropriate strategy
planning and resource deployment.
Rallis Strategy
Scorecard
Strengths Financial
Customer
Weaknesses WO
(W) Strategies
Prioritisation
Internal
Core Process
Competency
Opportunities ST
Learning &
(O) Strategies
Growth
Threats Strategic WT
Challenges Strategies Corporate
(T)
Projects
15
Rallis India Limited Corporate Overview
Strategies to
Accelerate Pace
Industry context
Low awareness and penetration in India
Use of agrochemicals, better quality hybrid seeds and each year, even as population continues to grow.
soil and plant nutrients have a proven track record With the present level of farm yields, it would be
of enhancing farm productivity, globally. However, impossible to meet the country’s growing food demand.
affordability issues and lack of awareness are still This makes it important to use better agronomy practices
prevalent in India, making it one of the lowest users of with the use of appropriate agri inputs.
agrochemicals with low yield per hectare. Initiatives to
hand-hold farmers and educate them on the benefits Mobile penetration and digitisation
offer significant growth opportunities. India is witnessing faster rate of internet and smartphone
penetration, led by declining tariffs and increasing
Tightening regulations affordability. This growing consumption of data in India
The growing concern for environment protection has led has opened opportunities to serve farmers digitally.
to regulatory norms getting stringent. Industry players are
required to invest in environment-friendly technologies, Contract manufacturing
adopt globally accepted good manufacturing practices High labour costs globally, along with capacities
and enhance the portfolio mix with eco-friendly products. closures in China due to environmental crackdown,
has made India an attractive contract manufacturing
Limited resources and growing population destination. Players with end-to-end execution
Agriculture in India is facing an imminent crisis – the capabilities, strong R&D and quality excellence will stand
cultivable land and water resources are decreasing to benefit.
Strategy 1 Strategy 4
Strengthen export
Strategy 2
revenue
Grow domestic market share
Investment in registration to enhance export
revenue from existing as well as new markets
Increase retail reach
Further strengthen portfolio
Strategy 6
Increase channel engagement
Lead CSR and
EHS efforts
Strategy 3
Adopt safe practices and process management
Consolidate position as a system
cost leader Focus on making portfolio eco-friendly
Appropriate portfolio mix Ecological balancing with afforestation, water
Digital intervention to improve internal system recharging and use of renewable energy
Simplify organisational structure by consolidating Have a lasting impact on the society
subsidiaries
CAPEX in manufacturing for cost efficiency
17
Rallis India Limited Corporate Overview
Our Approach to
Materiality
We identify material issues as those that may substantially impact our business outcomes
and our ability to create value for the stakeholders over the short, medium and long-term
period. We constantly engage with our stakeholders to identify and assess such material
issues and develop strategic priorities to overcome them.
Business Social
Product Stewardship Environment Community
Grievance Mechanism Water Intensity Engagement
Supply Performance Energy Efficiency Customer Education
Standard Waste Generation Health and Safety
Public Policy Farmer Safety
Advocacy
19
Rallis India Limited Corporate Overview
Managing Risks
Proactively
We operate in an era of stringent regulatory and environmental compliances, digital
disruption and evolving customer needs. This exposes us to several external and internal
risks, which we address through a robust Risk Management Framework linked to our long-
term strategic plans. Our objective being to ensure business continuity and sustained
value creation.
Risk profiling
Regulatory Our business, involving agrochemicals, is Our business policies involve stringent
risk subject to stringent and changing regulations. monitoring system to ensure adherence to
Our contract manufacturing activity across various regulatory requirements. We have
diverse countries is also subject to high degree a credible track record of the same and
of statutory compliance. Our inability to follow always aim to go beyond regulations.
these regulatory norms may lead to cancellation
of licenses, penalties, damage to reputation, etc.
Climate Our business is vulnerable to weather Though we cannot eliminate this risk, our
risk conditions. Droughts, natural calamities, uneven efforts have been towards minimising its
or excess rainfall tends to hinder agricultural impact. We have initiated the practice of
activities which in turn impacts our demand. territory categorisation as per rainfall into
It may lead to loss of revenues and potentially good, semi and scarce regions to develop
impact profitability. relevant strategies. We have invested in
predictive solutions based on weather
forecasts to assist in better planning.
Business Our inability to reach out to more farmers, In the domestic market, we have been
development getting products registered in global markets strengthening our distributor and retail
risk and maintain strong customer relationships may network to widen our reach and penetration.
lead to stagnation of business. We continuously evaluate untapped
geographies to enhance our reach.
In the global markets, we leverage our
quality and cost advantage to get more
product registrations. We put a strong
emphasis on customer relationship
management in terms of the quality and
reliability of products and services.
Cyber Our work involves extensive working on IT VAPT is conducted every year to identify
security risk platforms. Additionally, we also undertake any potential cyber security risk and take
contract manufacturing where data appropriate action.
confidentiality is important. All these digital data
We also have NGFW in place which helps in
and IT systems are prone to cyber-attacks.
detecting and protecting our network from
Inability to protect data and systems may impact
advanced cyber-attacks.
our competitiveness and confidentiality apart
from causing damage to our reputation. We also have NDA’s signed up with our third
party vendors with whom we have business
relationships.
Environment Our business involves handling and storage of We have adopted globally accepted
health and hazardous chemicals which pose potential risk best manufacturing practices and have
safety risks to human beings and the environment. invested in various safety systems and
processes. In addition to this, we follow RC
Our inability to adopt necessary safety standards
guidelines, PSM & Behaviour Based Safety
may impact the health and safety of people.
within the organisation. We strive to look
beyond regulatory compliance and have
certifications like ISO 9001, ISO 14001,
OHSAS 18001/ ISO 45001, ISO 17025
and Responsible Care Logo. This ensures
safe production and distribution of our
products with least impact on our various
stakeholders.
VAPT: Vulnerability Assessment & Penetration Testing
NGFW: Next Generation Fire Wall
NDA: Non-Disclosure Agreement
RC: Responsible Care
PSM: Process Safety Management
21
Rallis India Limited Corporate Overview
Harvesting Hope
for Farmer Success
Farmer-centricity and value creation are central to our business strategy and value system.
Our deep understanding of Indian agriculture, sustained engagement with farmers, use
of innovative practices and our technological competencies qualify us to create relevant
digital solutions and equip them to address these challenges. The immense trust of the
farmers in our organisation endorses their strong bonding with us.
23
Rallis India Limited Corporate Overview
25
Rallis India Limited Corporate Overview
All our quality assurance laboratories are attached to All these have resulted in high employee engagement,
manufacturing units and Central Quality Assurance customer satisfaction and us winning many state and
Laboratories are accredited for ISO 17025:2017. All our national level recognitions for Business Excellence,
quality Control laboratories maintain high traceability Environment Health and Safety front year on year.
in measurement of product quality by following Good
Laboratory Practices and Good Manufacturing Practices Health and safety Excellence
to strengthen Product/Process Quality. We are a responsible care Company with strong impetus
on employee safety being driven by the top management.
Our quality assurance laboratories are equipped with It’s our policy is to ensure that every employee should go
advanced analytical instruments like High Performance back safely. We have implemented multiple initiatives to
Liquid Chromatography-Mass Spectroscopy, High achieve this:
Performance Liquid Chromatography, Gas Behaviour safety: Providing safety training to
Chromatography, Particle Size Analyser, UV-Visible employees and Behavior Safety observation
Spectrophotometer, Fourier-transform infrared
spectroscopy and Micro Plasma Atomic Emission Minimising hazards: Ensuring all the processes are
Spectroscopy to ensure that each product we run by competent people with adequate knowledge
manufacture meets the same high standards. and implementing a 14-element Process Safety
Management model, which is followed across globe
Our strengths include extensive knowledge of entire set Plant automation: Focus on automating critical work
of requirements; understanding of the market and the areas and reducing the manual interventions
products, Insecticide and Legal Metrology Acts and other
required regulations, domestic and overseas customer’s Identifying critical process safety: Identifying
requirements etc. and analysing critical processes based on potential
hazards and risk where maximum incidents occur and
Operational excellence implement necessary controls
Operational excellence has helped us in integrating Road safety: Employee sensitisation, training and
people & processes in a seamless manner resulting monitoring travel to minimise road incidents
in good performance over the years both financially &
non financially. Sensitisation: Audio-visual safety institution gallery at
the plant entrance
In order to build a sustained high performance culture, we
have focused on building strong processes by adopting
a Balanced Score Card approach and Enterprise Process
Model (EPM).
27
Rallis India Limited Corporate Overview
Innovation -
The Way Forward
Innovation is both intrinsic and instrumental to our sustained success. Our ability to
develop safe, superior and sustainable products and solutions across the agricultural
value chain makes us a preferred global brand. We also undertake collaborative
projects with global agriculture research institutes, start-ups and companies to further
our innovation charter.
We undertake research and development activities at Rallis Innovation Chemistry Hub (RICH); and, Metahelix,
Bengaluru. These centres are dedicated to undertaking R&D towards creating customer-centric technology and
innovation in agrochemicals to improve farm productivity.
Dhaanya Swoosh
29
Rallis India Limited Corporate Overview
Unlocking the
People Potential
People are the most important stakeholders and resource for us. We have
institutionalised our policies to provide our employees with the right growth
opportunities and ensure their health and safety, engagement and well-being. While
adding diversity to the organisation, we successfully nurtured the future leadership
that will take forward our legacy.
Our engaged to disengaged employee ratio at 13:1 is amongst the highest globally,
compared to Global Manufacturing Top Quartile range of 7:1 and the AON Best
Employer Global Range of 12:1. From an internal benchmark perspective, Metahelix’s
ratio is even higher at 15:1.
1.56
77
89
76
81
74
77
2016-17
2017-18
2018-19
2016-17
2017-18
2018-19
2016-17
2017-18
2018-19
31
Rallis India Limited Corporate Overview
Being a Responsible
Organisation
We remain committed to ensuring the development of various stakeholders, including
communities and implementing steps for a better planet. Our business promotes
agricultural sustainability, that requires an integrated approach which considers
communities and environment. We enable this by touching upon multiple aspects of
the society through our sustainability projects.
Education Skill
development
Strategic
focus
areas
Skill development
We focus on enhancing the employability of youth with
our RUBY (Rallis Ujjwal Bhavishya Yojana) initiative. The
programme facilitates improving the quality of education,
imparting soft skill training and providing exposure and
informal education to students.
33
Rallis India Limited Corporate Overview
Being a Responsible
Organisation
Effluent management
Water conservation
Strategic
focus
areas
Product stewardship
Effluent management as per their impact on the safety & environment, with
We have installed treatment plants across all our plants. red being the most toxic and green the least. As on 31st
All effluents generated at plants are segregated into March, 2019, 56% of our portfolio is blue, 24% is green,
hazardous and non-hazardous categories and they 20% is yellow and none is red.
are effectively treated, recycled and reused, wherever
possible. In FY 2018-19, we reduced hazardous waste Reducing carbon footprint
generation by 2.5% to 565.15 tonnes, 27% of which was We have made a positive progress in our energy
recycled and reused. consumption and sourcing. In FY 2018-19, our absolute
energy consumption reduced by 4.3% to 940.56 MWH
Water conservation units, of which 19% was sourced from renewable sources.
We monitor our impact on water resources and ensure We have undertaken initiatives to reduce energy intensity
that our water recharge is higher than consumption in across all the properties. All our administration buildings
our operations. Across our plants, we practice recycling are green designated; our Dahej plant is IGBC gold-rated;
and reusing treated waste water in operations. and the Ankleshwar plant is IGBC platinum-rated.
Additionally, we have built several rainwater harvesting
infrastructures through our Jal Dhan programme to As a part of our greening initiatives in the last five
recharge ground water. years, we have planted over 80,000 saplings across
the communities. We have also focused on optimising
Product stewardship the supply chain and reducing logistics-related carbon
We leverage our R&D prowess to build a portfolio of emission. We have developed relations with local
eco-friendly and less toxic products. We practice mapping raw material suppliers, thereby reducing dependency
the products into red, yellow, blue and green categories on imports.
12.26
11.57
1.00
10.77
Planting 2,00,000 saplings on 100% survival basis
0.33
0.44
by FY 2021-22
Generate at least 50% thermal energy from bio mass
in each unit by FY 2021-22
2016-17
2017-18
2018-19
2016-17
2017-18
2018-19
Emission intensity
(tCO2q/TONNE produced)
1.61
46.42
1.51
45.99
9.42
8.89
37.27
7.71
2016-17
2017-18
2018-19
2016-17
2017-18
2018-19
2016-17
2017-18
2018-19
Water consumption
Million Cubic Liter water harvested than Industrial water consumed
0.34 Million
Cubic Metre
1.21 Million
Cubic Metre
3.5 times
more than actual consumption
For our operation water is one of the important natural resource under our sustainability initiative we work
towards maximising the recycling of treated water and rain water recharge through Jal Dhan. In this direction
we have recharged 3.5 times more water than actual consumption in FY 2018-19
35
Rallis India Limited Corporate Overview
Senior Leadership
Statutory
Reports
37
Rallis India Limited Statutory Reports
Board’s Report
Financial Results
(` in crores)
Particulars Standalone Consolidated
2018-2019 2017-2018 2018-2019 2017-2018
Revenue from operations 1,671.50 1,515.94 1,983.96 1,808.46
Other Income 25.72 8.93 30.65 13.18
1,697.22 1,524.87 2,014.61 1,821.64
Profit/ (Loss) before Finance cost, Depreciation and Tax 232.02 235.12 271.59 277.65
Finance Costs (4.86) (3.29) (5.25) (4.31)
Depreciation (39.28) (40.57) (46.08) (46.31)
Profit before exceptional items and tax 187.88 191.26 220.26 227.03
Exceptional items - - - -
Profit before Tax 187.88 191.26 220.26 227.03
Provision for Tax (61.25) (58.95) (68.76) (66.32)
Deferred Tax 2.35 9.18 3.28 6.31
Profit for the year 128.98 141.49 154.78 167.02
Profit for the year attributable to:
- Owners of the Company 128.98 141.49 155.38 167.62
- Non-controlling interests - - (0.60) (0.60)
Other comprehensive income (‘OCI’) (0.86) (0.16) (1.48) (0.33)
Total comprehensive income 128.12 141.33 153.30 166.69
Profit for the year 128.12 141.33 153.93 167.39
Balance of Profit brought forward from previous year 801.01 747.56 812.84 733.33
929.13 888.89 966.77 900.72
Appropriations
Transfer from equity instruments through OCI (1.41) (1.97) (1.41) (1.97)
Others 0.06
Dividend on Equity Shares (48.62) (72.93) (48.62) (72.93)
Dividend Distribution Tax (9.99) (14.95) (9.99) (14.95)
Transfer to Reserve for equity instruments through OCI 1.41 1.97 1.41 1.97
Balance Profit carried forward to Balance Sheet 870.52 801.01 908.22 812.84
39
Rallis India Limited Statutory Reports
monsoon and commencing with good initial rainfall. important molecules came down. Pink bollworm
Forecast of monsoon onset over Kerala for this infestation on Cotton had a major impact, affecting not
year was very accurate, as both the forecasted and only productivity, but also impacting cash flow in the
realised date of onset of monsoon over Kerala was market. Paddy and Cotton prices improved from the
29th May, 2018. After a strong start, monsoon stopped lows during the crop harvest.
advancing for 12 days till 3rd week of June which
affected the initial sowings. The total storage in 91 important reservoirs in different
parts of the country, on week ending 14th February, 2019
The season (June 2018 to September 2018) rainfall was 66.260 Billion Cubic Metre (BCM) (41% of the
over the country as a whole was 91% of its Long Period storage capacity at full reservoir level) against 63.957
Average (LPA). Out of the total 36 meteorological sub BCM during the corresponding date of the previous
divisions, 23 sub divisions constituting 68% of the total year and 69.169 which is the average storage of the
area of the country received normal season rainfall, last 10 years.
1 sub division received excess rainfall and the balance 12
Despite the irregular monsoon pattern and constrained
sub divisions received deficient rainfall. Monthly rainfall
acreages of few key crops in important geographies,
over the country as a whole was 95% of LPA in June,
the Company managed to grow in Herbicides portfolio.
94% of LPA in July, 92% of LPA in August and 76% of LPA
The Company registered a growth of 31% in herbicides
in September.
segment with good performance in Tata Metri, Preet,
Mark, Cylo and Panida Grande. The Company has also
The monsoon has been a mixed bag this year, swinging
gained market share in cotton. Even in areas where
erratically from long dry patches to torrential rains,
the industry faced regulatory issues, the Company has
and on the whole it has not been well distributed. The
managed to maintain its business due to acceptance
monsoon withdrew from most parts of northwest India
of Rallis Samrudh Krishi® at both channel and farmer
and adjoining central India by 1st October, and by
level. In Paddy, market share improved through focused
6th October the withdrawal was completed from major
approach, inspite of low pest pressure in segments
parts of India.
like BPH and Paddy blast. New products introduced in
the previous year have received good response from
As per 2nd advance estimate released by the Department
farmers and will be growth drivers in the next few years.
of Agriculture Cooperation and Farmers Welfare, India
During the year under review the Company introduced
will have a food grain production of 281.37 Metric Tonne
one new product, Oliver, for post emergence control of
(MT) against 284.83 MT in the previous year (as per 4th
grasses, which causes significant losses to commercial
advance estimate). Agriculture and allied sector’s Gross
crops. Oliver has strengthened the Company’s
Value Added (GVA) at constant FY 2011-12 price grew at
herbicides portfolio.
a CAGR of 2.75% between FY 2012 to FY 2018.
The Company aims to bring meaningful contribution for
The year also saw reduced crop pest pressure in many
farm productivity through higher yields, better quality
areas, impacting the insecticides segment to a great
produce at optimised costs leveraging Rallis Samrudh
extent. Inventory levels of crop protection products in
Krishi® (RSK). To this effect, the Company has been
the industry remained high due to poor liquidation. working on several crops such as paddy, pulses, grapes,
Chilli acreage reduced due to Gemini virus infestation chilli, etc. over last few years.
and poor output price. Pest incidence in major crop
pest segments like Brown Plant Hopper (BPH) and Blast International Business Division (IBD): The preliminary
on Rice, caterpillar on Pulses and Soybean, Powdery view of global crop protection market is estimated
and Downey mildew of Grapes were low during the to have increased by 5.0% to reach a total value of
active infestation period. Hence, consumption of many US$ 56.50 billion during calendar year 2018 compared
to US$ 54.21 billion during calendar year 2017. are gaining farmer level acceptance as part of
Overall consumption of Agrochemicals increased Integrated Crop Management. During FY 2018-19,
across the globe during 2018 mainly on account of the Company registered 51% growth in its
good weather conditions in South East Asia, Australia, bio-stimulant, Tata Bahaar and 57% growth in its
North America and Africa. An improved inventory micronutrient, Surplus. As one of the branding
level in Latin America particularly in Brazil has led to initiatives, to reflect the image and value perception,
increase in sales. the Company has in FY 2018-19 launched new
packs of Tata Bahaar and Solubor, which are well
Stringent environmental norms continue to impact
appreciated by the customers. The Company will launch
production in China leading to raw material scarcity
Aquafert brand Water soluble fertilizers business in
and significant price increase for both intermediates
FY 2019-20 to actively participate and service the
and active ingredients. Pressure to display improved
growing needs of specialty fertilizers in farming.
profitability by listed companies in China has also
impacted price escalation process.
Seeds:
Commodity prices recorded some improvement in The Company performed as per the seeds revenue
the first six months. However, June onwards prices of plans for the year and generated 3% higher
major commodities experienced a drop. This is largely Gross Contribution over the previous year. The
attributable to the ongoing US – China trade relations. Company has also supported growth of Metahelix
through seed brands of Rallis all these years. The
IBD has achieved a revenue growth of 36% over the Company will henceforth focus on building and
previous year, growing to ` 650 crores, as against
growing the Seeds portfolio through the
` 479 crores during FY 2017-18. Significant growth
Metahelix entity. There will be an uninterrupted
is recorded in North America, Latin America
supply of the Seeds products to the market and
particularly Brazil and Asia. During the year under
internally the Company will ensure a co-
review, the Company has gained 11 new registrations
ordinated supply chain to make this happen. The
in strategic overseas markets. Partnership models
Company exited from Rallis brand seeds
with strategic customers that were adopted
during the year helped the Company in its growth promotion and sales without any exit cost.
journey through leveraging each others’ strengths.
Agri Services:
IBD continues its focus on developmental activities
in key geographies in Latin America, South East Asia, Agri Services portfolio comprises the organic manure
Europe and African markets. product GeoGreen, Grapes Samrudh Krishi (‘Grapes SK’)
initiative and MoPu (More Pulses) programme.
2. NON-PESTICIDE PORTFOLIO (‘NPP’)
NPP is an important focus area for the Company.
During the year under review, GeoGreen sales
It serves the emerging needs of the farming community increased by about 14% over the previous year
through an end-to-end solutions based approach. This with a significant reduction in quality related
creates value for farmers and enables them to look at the complaints and improvement in supply lead time.
Company as a solution provider for all their agriculture Production units and warehouses were properly
related needs. NPP sales during the year were 33% of the aligned with targeted geographies. Overall
total revenue. a strong base is built for a substantial growth
in future.
Plant Growth Nutrients (‘PGNs’):
PGNs consists of Biologicals, Bio-stimulants, Grapes SK initiative continued its good performance
Micronutrients and Water soluble fertilizers which with substantial increase in farmers seeking this service.
41
Rallis India Limited Statutory Reports
A few additional modules for water management and office of the Company, as also at the registered offices of
pest management were added to make it more valuable the respective subsidiary companies and will be
for the farmers. available to Members seeking information at any
time. They are also available on the website of the
MoPu initiative continued in Maharashtra as well as in Company at http://www.rallis.co.in/SFS.htm.
Karnataka State for Pulses Productivity Improvement
Program under Public Private Partnership Integrated The Consolidated Financial Statements reflect the
Agricultural Developement (‘PPP IAD’) initiative, operations of the following subsidiaries: Metahelix Life
supported by the Central Government. Sciences Limited, PT Metahelix Lifesciences Indonesia
(subsidiary of Metahelix), Zero Waste Agro Organics Limited
During the year under review, 3 Blocks (Afzalpur, and Rallis Chemistry Exports Limited.
Bijapur and Bhalki) from 3 Districts (Gulbarga, Bijapur
and Bidar) in Karnataka were covered under PPP The Company has adopted a Policy for determining Material
IAD Project with Karnataka Government for Pulses Subsidiaries in terms of Regulation 16(1)(c) of the Listing
Productivity improvement for Red Gram (Pigeon Pea) Regulations. The Policy, as approved by the
and Bengal Gram (Chick Pea) which are saviour crops Board, is uploaded on the Company’s website
for farmers apart from major crops in that area. Increase at the weblink: http://www.rallis.co.in/Material_
in productivity and quality helps farmers for additional SubsidiariesPolicy.htm.
income generation and fetching better prices for their
produce. During the year under review, no Company has become or
ceased to be a subsidiary of the Company. The Company does
Productivity of Pulses increased by 18% to 20% and not have any associate or joint venture companies. A report
savings in cost of the inputs, which is more than 25%, is on the financial position of each of the subsidiary companies
a direct benefit to the farmers. as per the Companies Act, 2013 (‘the Act’) is provided in Form
AOC-1 attached to the financial statements.
A Memorandum of Understanding was signed with
Government of Maharashtra for SMART Project to PERFORMANCE OF SUBSIDIARIES
support FPO’s (Farmers Producers Organisations) (1) Metahelix Life Sciences Limited (‘Metahelix’)
in Vidarbha and Marathwada areas for productivity The consolidated revenue of Metahelix for FY 2018-19
improvement through extensive field level guidance increased from ` 319.42 crores to ` 336.57 crores,
and value chain support. The Government is planning an increase of 5.4% over the previous year. Profit
to provide warehouse facilities and other support for for the year attributable to equity shareholders of
permanent structures at village levels to support large Metahelix increased marginally from ` 23.57 crores to
number of farmers. ` 23.86 crores.
The increased focus on collections resulted in year end in a sharp reduction in quality complaints. For an
receivables being below the last year level, despite a effective logistics, an alignment was done for production
growth in revenues. units and storage locations to cater Zonal requirements
and reduction of supply lead time observed
On the seed production front, it has strengthened its as an outcome.
production and supply capabilities. Volume production
increased in FY 2018-19 as against the previous year. As a result of these actions, ZWAOL could record good
margins with slight volume growth.
(2) PT Metahelix Lifesciences Indonesia (‘PT Metahelix’)
(4) Rallis Chemistry Exports Limited (‘RCEL’)
During the year under review, Metahelix has invested
As RCEL had not commenced any commercial activities,
US$ 1,83,750 for 1,83,750 Equity shares of US$ 1 each
it has, in March 2019, made an application under Section
with 65.77% shareholding in its Indonesian Joint Venture
248(2) of the Act read with the Companies (Removal of
(‘JV’) Company PT Metahelix as per the commitment in
Name of Companies from the Register of Companies)
the JV Agreement. The JV partner has also invested his
Rules, 2016 for removal of its name from the Register
share of US$ 1,91,250 for 95,625 Equity Shares of US$ 2
of Companies. Approval of the Ministry of Corporate
each with 34.23% shareholding. The total equity of PT Affairs for the same is awaited.
Metahelix stands at US$ 10,00,000 as on 31st March, 2019.
SCHEME OF AMALGAMATION
PT Metahelix continued to have difficulties in the Seed
Amalgamation of Metahelix with the Company
production operations during FY 2018-19 due to lower
During the year under review, the Board of Directors of
yield levels.
the Company approved the proposal for the merger of
Metahelix, a wholly owned subsidiary of the Company, with
In the second year of launch of commercial activities
the Company and their shareholders and creditors pursuant
in FY 2018-19, PT Metahelix achieved revenue from
to Sections 230 to 232 of the Act and as per the terms and
operations of ` 1.23 crores during FY 2018-19 as against
conditions mentioned in the Scheme of Amalgamation. The
` 0.48 crore during FY 2017-18.
merger is subject to the necessary approvals/ sanctions from
the jurisdictional National Company Law Tribunal(s) or such
(3) Zero Waste Agro Organics Ltd. (‘ZWAOL’)
other competent authority and shareholders and creditors of
ZWAOL achieved revenues of ` 10.05 crores in FY 2018-19 Metahelix and the Company, as applicable.
compared to ` 9.98 crores in the previous year.
ZWAOL’s profit before tax was ` 2.34 crores for the Amalgamation of ZWAOL with the Company
year compared to a profit before tax of ` 2.54 crores in The Board of Directors of the Company have approved
the previous year. The net profit for the year was the Scheme of Amalgamation (‘Scheme’) for merger of
` 1.68 crores as against a net profit of ` 1.94 crores ZWAOL with the Company under Sections 230 to 232 of the
in the previous year. Act and as per the terms and conditions mentioned in the
Scheme, subject to receipt of all requisite statutory and
During the year under review, ZWAOL continued to regulatory approvals, including approval of the National
build on cost reduction initiatives undertaken in the Company Law Tribunal (‘NCLT’). Petition for sanctioning the
previous year by modifying its business model. It also Scheme is pending for hearing before the NCLT.
initiated the process of identifying most cost effective
sites to reduce overall cost of the product. It has also put PARTICULARS OF LOANS, GUARANTEES OR
in place a new quality control system for better control. INVESTMENTS
During the year under review, the Company has made
ZWAOL continued with a third party quality audit an investment of ` 19.60 lakhs in Rallis Chemistry Exports
at production and storage sites for an independent Limited, wholly owned subsidiary of the Company, by way of
feedback and corrective actions which resulted equity shares.
43
Rallis India Limited Statutory Reports
The Company has not given any loans or corporate guarantee RISK MANAGEMENT
or provided any security during the year. The Company has a comprehensive Risk Management
framework that seeks to minimise adverse impact on business
Details of loans, guarantees and investments covered under
objectives and capitalise on opportunities. Our success
the provisions of Section 186 of the Act are given in the notes
as an organisation depends on the ability to identify such
to the financial statements. opportunities and leverage them while mitigating the risks
that arise while conducting our business.
FIXED DEPOSITS
The Company has not accepted any deposits from the public The Company has implemented a mechanism for risk
during the year under review. No amount on account of management and formulated a Risk Management Policy.
principal or interest on deposits from public was outstanding The said policy provides for creation of a Risk Register,
identification of risks and formulating mitigation plans.
as on 31st March, 2019.
Major risks identified by the businesses and functions are
RELATED PARTY TRANSACTIONS systematically addressed through mitigating actions on a
continuing basis.
All Related Party Transactions that were entered into during
the financial year were on an arm’s length basis, in the The Company has set up a Risk Management Committee which
ordinary course of business and were in compliance with the is chaired by Dr. C. V. Natraj, Independent Director, to monitor
applicable provisions of the Act and the Listing Regulations. the risks and their mitigating actions as well as formulating
strategies towards identifying new and emergent risks.
No material Related Party Transactions were entered
during the financial year by the Company. Accordingly, The major risks forming part of the Enterprise Risk
the disclosure of Related Party Transactions, as required Management process are linked to the audit universe and are
under Section 134(3)(h) of the Act in Form AOC-2 is not also covered as part of the annual risk based audit plan.
applicable to the Company and hence not provided.
INTERNAL FINANCIAL CONTROLS
All Related Party Transactions are placed before the The Company’s internal financial control systems comprising
Audit Committee for approval. Prior omnibus approval Corporate Governance Policies, roles, responsibilities and
of the Audit Committee is obtained for the transactions authorities, standard operating procedures and ERP are
which are planned/repetitive in nature and omnibus reviewed by the Management.
approvals are taken as per the policy laid down for
The Internal Controls over Financial Reporting are routinely
unforseen transactions. Related Party Transactions entered
tested and certified by Statutory as well as Internal Auditors
into pursuant to omnibus approval so granted are placed
to cover all offices, factories and key business areas. Two
before the Audit Committee for its review on a quarterly basis,
external firms were engaged to cover the internal audit
specifying the nature, value and terms and conditions of the
reviews and the reviews were performed based on the
transactions.
risk-based internal audit plan approved by the Audit
Committee. Significant audit observations and follow up
During the year under review, the Company has amended the
actions thereon were reported to the Audit Committee.
policy on Related Party Transactions in line with the revised
Listing Regulations and the same is uploaded The Audit Committee reviews the adequacy and
on the Company’s website at the link http:// effectiveness of the Company’s internal control
www.rallis.co.in/Related_Party_Transactions environment and monitors the implementation of audit
Policy.htm. recommendations, including those relating to strengthening
of the Company’s risk management policies and systems.
Further details on the transactions with related parties The ultimate objective being, a Zero Surprise, Risk
are provided in the accompanying financial statements. controlled Organisation.
Further details of the internal controls system are given in the Consequent to the appointment of Mr. Sanjiv Lal as
Management Discussion and Analysis Report, which forms Managing Director & CEO, Mr. R. Mukundan stepped down
part of this Annual Report. as the Managing Director & CEO effective close of business
hours of 31st March, 2019. However, he continues as a
DIRECTORS AND KEY MANAGERIAL PERSONNEL Non-Executive Director on the Board of the Company and
Appointment and Cessation: will continue to offer his support and guidance to the
Company. Accordingly, approval of the Members is being
Mr. John Mulhall was appointed as a Director of the Company
sought at the ensuing AGM for his appointment as the
with effect from 1st April, 2018 in accordance with the
Managing Director & CEO for the period commencing from
approval of the Members obtained at the Annual General
3rd December, 2018 to 31st March, 2019.
Meeting (‘AGM’) held on 2nd July, 2018.
Pursuant to the provisions of the Act, the Members at the
At the meeting of the Board of Directors held on
AGM of the Company held on 30th June, 2014 had appointed
3rd December, 2018, the Board accepted the request of
Dr. Punita Kumar-Sinha as Independent Director to hold office
Mr. V. Shankar, Managing Director & CEO, for an early for five consecutive years for a term upto 29th June, 2019.
retirement from the services of the Company with effect Dr. Kumar-Sinha is eligible for re-appointment as an
from 31st March, 2019 to pursue his interest in setting Independent Director for a second term.
up of the Company’s proposed ‘Centre for Sustainable
Agriculture and Farm Excellence’ (C-SAFE), an initiative Based on the recommendation of the Nomination NRC, her
commemorating the 150 years of the Tata Group as a re-appointment for a second term commencing from 30th
significant contribution to nation building. The Board of June, 2019 upto 25th March, 2024 is proposed at the ensuing AGM
Directors placed on record their sincere appreciation for for the approval of the Members by way of special resolution.
Mr. Shankar’s contribution during his tenure as the
Managing Director & CEO of the Company. Mr. P. R. Rastogi and Dr. Y. S. P. Thorat were appointed as
Independent Directors at the AGM of the Company held
At the same meeting, in order to provide continuity of on 30th June, 2014 to hold office for five consecutive years
leadership to the Company, the Board, on the recommendation for a term upto 29th June, 2019. The Board of Directors
of the Nomination and Remuneration Committee (‘NRC’), placed on record their sincere appreciation for the
appointed Mr. R. Mukundan as the Managing Director contributions made by Mr. Rastogi and Dr. Thorat during
their tenure as Independent Directors of the Company.
& CEO of the Company for a period commencing from
3rd December, 2018 to 31st March, 2021 subject to the
In accordance with the provisions of Section 152 of
approval of Members.
the Act and in terms of Article 112(2) of the Articles of
Association of the Company, Mr. Bhaskar Bhat retires
At the meeting of the Board of Directors held on
by rotation at the ensuing AGM and being eligible,
9th February, 2019, the Board, on the recommendation
offers himself for re-appointment. A resolution seeking
of the NRC, appointed Mr. Sanjiv Lal as an
Members’ approval for his re-appointment forms
Additional Director of the Company with effect from
part of the Notice.
1st April, 2019 in accordance with Article 116 of the
Company’s Articles of Association and Section 161(1) Independent Directors:
of the Act. He was also appointed as the Managing
Dr. C. V. Natraj and Ms. Padmini Khare Kaicker, Independent
Director & CEO of the Company for a period of five years
Directors, hold office for a term of five years, or until
with effect from 1st April, 2019 to 31st March, 2024 completion of 75 years, whichever is earlier. They are not liable
subject to the approval of Members at the ensuing AGM. to retire by rotation in terms of Section 149(13) of the Act.
He holds office upto the date of the ensuing AGM and a
Notice under Section 160(1) of the Act has been received Dr. Natraj and Ms. Kaicker have given declarations that
from a Member signifying the intention to propose his they meet the criteria of independence as laid down
appointment as Director. under Section 149(6) of the Act and Regulation 16(1)(b) of
45
Rallis India Limited Statutory Reports
the Listing Regulations. In the opinion of the Board, they responsible for reviewing the profiles of potential candidates
fulfill the conditions of independence as specified in the vis-à-vis the required competencies and meeting potential
Act and the Rules made thereunder and are independent of candidates, prior to making recommendations of their
the management. nomination to the Board. At the time of appointment, specific
requirements for the position, including expert knowledge
Key Managerial Personnel (‘KMP’): expected, is communicated to the appointee.
Mrs. P. S. Meherhomji resigned as the Company Secretary
Criteria for Determining Qualifications, Positive
and Compliance Officer with effect from 28th February, 2019.
Attributes and Independence of a Director:
The Board, on the recommendation of the NRC, appointed
Mr. Yashaswin Sheth as the Company Secretary and The NRC has formulated the criteria for determining
qualifications, positive attributes and independence of
Compliance Officer with effect from 1st March, 2019.
Directors in terms of provisions of Section 178(3) of the Act
In terms of Section 203 of the Act, the following are the and Regulation 19 read with Part D of Schedule II of the
KMPs of the Company: Listing Regulations.
Mr. V. Shankar, Managing Director & CEO (upto 31st March, Independence: In accordance with the above criteria, a
2019) Director will be considered as an ‘Independent Director’ if
he/she meets with the criteria for ‘Independent Director’
Mr. R. Mukundan, Managing Director & CEO (w.e.f.
as laid down in the Act and Rules framed thereunder and
3rd December, 2018 upto 31st March, 2019)
Regulation 16(1)(b) of the Listing Regulations.
Mr. Sanjiv Lal, Managing Director & CEO (w.e.f. 1st April, 2019)
Qualifications: A transparent Board nomination process is
Mr. Ashish Mehta, Chief Financial Officer
in place that encourages diversity of thought, experience,
Mr. Yashaswin Sheth, Company Secretary knowledge, perspective, age and gender. It is also ensured
that the Board has an appropriate blend of functional and
Governance Guidelines: industry expertise. While recommending the appointment of
The Board of the Company has adopted Governance a Director, the NRC considers the manner in which the function
Guidelines on Board Effectiveness. The Guidelines cover and domain expertise of the individual will contribute to the
aspects related to composition and role of the Board, Chairman overall skill-domain mix of the Board.
and Directors, Board diversity, definition of independence,
Positive Attributes: In addition to the duties as prescribed
Director term, retirement age and Committees of the Board.
under the Act, the Directors on the Board of the Company
It also covers aspects relating to nomination, appointment,
are also expected to demonstrate high standards of ethical
induction and development of Directors, Director
behaviour, strong interpersonal and communication skills
remuneration, Subsidiary oversight, Code of Conduct, Board
and soundness of judgement. Independent Directors are also
Effectiveness Review and Mandates of Board Committees.
expected to abide by the ‘Code for Independent Directors’ as
outlined in Schedule IV to the Act.
Procedure for Nomination and Appointment of Directors:
The NRC is responsible for developing competency Annual Evaluation of Board Performance and
requirements for the Board based on the industry and Performance of its Committees and of Directors:
strategy of the Company. The Board composition analysis Pursuant to the applicable provisions of the Act and the Listing
reflects in-depth understanding of the Company, including Regulations, the Board has carried out an annual evaluation
its strategies, environment, operations, financial condition of its own performance, performance of the Directors as well
and compliance requirements. as the evaluation of the working of its Committees.
The NRC conducts a gap analysis to refresh the Board on a The NRC has defined the evaluation criteria, procedure and
periodic basis, including each time a Director’s appointment time schedule for the Performance Evaluation process for the
or re-appointment is required. The Committee is also Board, its Committees and Directors.
The performance of the Board and individual Directors 2. Composition of Audit Committee
was evaluated by the Board after seeking inputs from all the During the year under review, the Audit Committee
Directors. The performance of the Committees was evaluated comprised 4 (four) Members out of which 3 (three) were
by the Board after seeking inputs from the Committee Independent Directors and 1 (one) was a Non-Executive
Members. The criteria for performance evaluation of Non-Independent Director. During the year, 6 (six) Audit
the Board included aspects such as Board composition Committee Meetings were held, details of which are
and structure, effectiveness of Board processes, contribution provided in the Corporate Governance Report.
in the long term strategic planning, etc. The criteria for
performance evaluation of the Committees included There have been no instances during the year when
aspects such as structure and composition of Committees, recommendations of the Audit Committee were not
effectiveness of Committee meetings etc. The above accepted by the Board.
criteria for evaluation was based on the Guidance
Note issued by SEBI. 3. Composition of Corporate Social Responsibility
(CSR) Committee
ln a separate meeting, the lndependent Directors
As on 31st March, 2019, the Committee comprised 3
evaluated the performance of Non-Independent Directors
(three) Members out of which 2 (two) were Independent
and performance of the Board as a whole. They also
Directors and 1 (one) was a Non-Executive Director.
evaluated the performance of the Chairman taking
During the year under review, 2 (two) CSR Committee
into account the views of Executive Directors and
meetings were held, details of which are provided in the
Non-Executive Directors. The NRC reviewed the performance
Corporate Governance Report. Mr. Sanjiv Lal, Managing
of the Board, its Committees and of the Directors. The
Director & CEO, was inducted as a Member of the
same was discussed in the Board Meeting that followed
CSR Committee, effective 1st April, 2019.
the meeting of the lndependent Directors and NRC,
at which the feedback received from the Directors
DIRECTORS’ RESPONSIBILITY STATEMENT
on the performance of the Board and its Committees
Based on the framework of internal financial controls and
was also discussed.
compliance systems established and maintained by the
Significant highlights, learning and action points with respect Company, work performed by the Internal, Statutory, Cost
to the evaluation were discussed by the Board. and Secretarial Auditors, including audit of the internal
financial controls over financial reporting by the Statutory
REMUNERATION POLICY Auditors, and the reviews performed by Management
The Company has adopted a Remuneration Policy for the and the relevant Board Committees, including the Audit
Directors, Key Managerial Personnel and other employees, Committee, the Board is of the opinion that the Company’s
pursuant to the provisions of the Act and the Listing internal financial controls were adequate and effective
Regulations. The Remuneration Policy is attached as during FY 2018-19.
Annexure B, which forms part of this Report.
Accordingly, pursuant to Section 134(3)(c) and 134(5) of the
BOARD AND COMMITTEE MEETINGS Act, the Board of Directors, to the best of their knowledge and
A calendar of Board and Committee Meetings to ability, confirm that:
be held during the year was circulated in advance to the
(i) in the preparation of the annual accounts, the applicable
Directors.
accounting standards have been followed and that
1. Details of Board Meetings there are no material departures;
During the year under review, 8 (eight) Board (ii)
they have selected such accounting policies and
Meetings were held, details of which are provided applied them consistently and made judgements
in the Corporate Governance Report. and estimates that are reasonable and prudent,
47
Rallis India Limited Statutory Reports
so as to give a true and fair view of the state of In NRM, focus is on water conservation through rain water
affairs of the Company at the end of the financial year harvesting (‘Jal Dhan’), recharging ground water and soil
and of the profit of the Company for that period; conservation. Under soil conservation, focus is on ‘Greening’,
principally through afforestation and tree plantation drives.
(iii)
they have taken proper and sufficient care for the
More than 80,000 trees have been planted and sustained by
maintenance of adequate accounting records
the Company in the last five years.
in accordance with the provisions of the Act, for
safeguarding the assets of the Company and for
In Education, focus is on Science, English and Information
preventing and detecting fraud and other irregularities;
Technology, along with support for infrastructure and
(iv) they have prepared the annual accounts on a going capacity building. Educational interventions are branded as
concern basis; ‘RUBY’ (Rallis Ujjwal Bhavishya Yojana).
2.
Employability: With focus on: (a) Skill development: During the year under review, the Company received
Tara – Women empowerment, and (b) RUBY – Educational one complaint of alleged sexual harassment that was
initiatives investigated and dealt with by taking appropriate action as
per the provisions of the POSH Act. There are no pending
3. The Company will respond to disaster as and when
complaints as on the end of the financial year.
required
c.
CSR Committee will receive quarterly progress Further, the Policy provides for adequate safeguards
report of all activities. against victimisation of employees who avail of the
mechanism and also provides for direct access to the
POLICY ON PREVENTION, PROHIBITION AND Chairperson of the Audit Committee. During the year
REDRESSAL OF SEXUAL HARASSMENT AT under review, the Company amended the Whistleblower
WORKPLACE Policy to provide a clause wherein all employees of the
The Company has zero tolerance for sexual harassment Company are eligible to report any instance of leak of
at workplace and has adopted a Policy on Prevention, Unpublished Price Sensitive Information.
Prohibition, and Redressal of Sexual Harassment at workplace.
This is in line with provisions of the Sexual Harassment of SIGNIFICANT AND MATERIAL ORDERS PASSED BY
Women at Workplace (Prevention, Prohibition and Redressal) THE REGULATORS OR COURTS
Act, 2013 (‘POSH Act’) and the Rules made thereunder. With No significant material orders have been passed by the
the objective of providing a safe working environment, all Regulators or Courts or Tribunals which would impact
employees (permanent, contractual, temporary,
the going concern status of the Company and its
trainees) are covered under this Policy. The
future operations.
policy is available on the website at http://www.
rallis.co.in/POSH.htm AUDIT AND AUDITORS
(1) Statutory Auditors:
As per the requirement of the POSH Act and Rules
made thereunder, the Company has constituted an At the AGM of the Company held in 2017, pursuant
Internal Committee at all its locations known as the to the provisions of the Act and the Rules made
Prevention of Sexual Harassment (POSH) Committees, thereunder, B S R & Co. LLP, Chartered Accountants
to inquire and redress complaints received regarding (‘BSR’) (Firm Registration No. 101248W/W-100022),
sexual harassment. were appointed as Statutory Auditors of the Company
49
Rallis India Limited Statutory Reports
from the conclusion of the 69th AGM held on (4) Secretarial Auditors:
23rd June, 2017 till the conclusion of the 74th AGM In terms of Section 204 of the Act and the Companies
to be held in the year 2022. BSR have submitted a (Appointment and Remuneration of Managerial
certificate confirming that their appointment is in Personnel) Rules, 2014, Parikh & Associates, a firm of
accordance with Section 139 read with Section 141 of Company Secretaries in Practice, have been appointed
the Act. as Secretarial Auditors of the Company. The report of
the Secretarial Auditors is enclosed as Annexure D.
The Audit Report of BSR on the Financial There has been no qualification, reservation, adverse
Statements of the Company for FY 2018-19 is a part remark or disclaimer given by the Secretarial Auditors
of the Annual Report. The Report does not contain in their Report.
any qualification, reservation, adverse remark
or disclaimer.
REPORTING OF FRAUDS BY AUDITORS
During the year under review, the Statutory Auditors, Cost
(2) Cost Auditors: Auditors and Secretarial Auditors have not reported any
instances of frauds committed in the Company by its Officers
The Company is required to maintain cost records as
or Employees, to the Audit Committee under Section 143(12)
specified by the Central Government under sub-section
of the Companies Act, 2013, details of which needs to be
(1) of Section 148 of the Act and the rules framed
mentioned in this Report.
thereunder, and accordingly, the Company has made
and maintained such cost accounts and records. ANNUAL RETURN
Pursuant to Sections 92 and 134(3) of the Act and Rule 12
In terms of Section 148 of the Act read with Companies
of the Companies (Management and Administration) Rules,
(Cost Records and Audits) Rules, 2014, the Audit
2014, the extract of Annual Return in Form MGT-9 is attached
Committee recommended and the Board of Directors
as Annexure E.
appointed D. C. Dave & Co., Cost Accountants (Firm
Registration No. 000611) to conduct Cost Audits relating The extract of the Annual Return of the
to Insecticides (Liquid, Solid and Technical Grade), Company can also be accessed on the website
Fertilizers, Chemicals (Plastics and Polymers) and Drugs of the Company at http://www.rallis.co.in/
and Pharmaceuticals of the Company for the year MGT2019.htm.
ending 31st March, 2020. The Company has received
their written consent that the appointment will be in SECRETARIAL STANDARDS OF ICSI
accordance with the applicable provisions of the Act The Directors have devised proper systems and processes
and rules framed thereunder. for complying with the requirements of applicable
Secretarial Standards issued by the Institute of Company
Members are requested to consider the ratification of Secretaries of India and that such systems were adequate
the remuneration payable to D. C. Dave & Co. as has been and operating effectively.
set out in the Notice of the 71st AGM of the Company.
CONSERVATION OF ENERGY, TECHNOLOGY
(3) Internal Auditors: ABSORPTION AND FOREIGN EXCHANGE
Pursuant to the provisions of Section 138 of the Act EARNINGS AND OUTGO
and the Companies (Accounts) Rules, 2014, on the The information on conservation of energy, technology
recommendation of the Audit Committee, Ernst & absorption and foreign exchange earnings and outgo
Young LLP and Mahajan & Aibara LLP were appointed stipulated under Section 134(3)(m) of the Act read with
by the Board of Directors to conduct internal audit Rule 8 of The Companies (Accounts) Rules, 2014, is attached
reviews for the Company. as Annexure F.
BHASKAR BHAT
Mumbai, 25th April, 2019 Chairman
51
Rallis India Limited Statutory Reports
If the Board proposes not to distribute profit, the Manner in which the retained earnings shall be
5.6
grounds thereof and information on utilisation utilised:
of undistributed profit, if any, shall be disclosed Retained earnings are the sum of the Company’s
to the shareholders in the Annual Report profits after dividend payments, since the
of the Company. Company’s inception. The retained earnings of
the Company will be utilised in one or more of the
Financial Parameters for declaring dividend:
5.4 following manner:
The Board shall consider the following financial • for expansion and growth of business;
parameters while declaring dividend: • for contributing towards the fixed as well as
working capital needs of the Company;
• the Company’s Financial results of operations
• major repairs and maintenance, including
and earnings;
replacement of old assets which have become
• working capital requirements for the operations obsolete;
and growth of the Company and its subsidiaries; • renovation/ modernization for improving
• quantum of profits and liquidity position; working efficiency of plants and equipments
• future fund requirements, including for brand and for capacity enhancements;
building, business acquisitions, business • to make the Company self dependent of finance
expansion, modernization of existing business; from external sources;
• level of debt; • for redemption of loans and debentures (if any);
• providing for unforeseen events and • for upgradation of technical knowhow;
contingencies; • non organic growth initiatives, including
• any other financial factor as the Board may acquisition of brands/ businesses;
deem fit. • for issuing fully paid-up bonus shares to the
Shareholders.
Internal and External Factors for declaring
5.5
dividend: Dividend Range:
5.7
As in the past, subject to the provisions of
The Board may consider the following internal and applicable laws, the Company’s dividend payout
external factors while declaring dividend: will be determined based on availability of
financial resources, investment requirements and
Internal Factors:
also take into account optimal shareholder return.
• the level of dividends paid historically;
The Company would endeavour to target a total
• contractual restrictions and financing
dividend payout ratio in the range of 30% to 50%
agreement covenants;
of the Annual Standalone Profits after Tax (PAT) of
• likelihood of crystallization of contingent
the Company.
liabilities, if any.
6. REVIEW OF POLICY
External Factors:
This Policy has been adopted by the Board of
• general business conditions, risk and Directors of the Company and the Board may review
uncertainties; and amend the Policy from time to time, pursuant
• industry outlook and business cycles for to any change in law or otherwise.
underlying businesses;
• prevailing economic, competitive and 7. DISCLOSURES
regulatory environment; Rallis shall disclose the Dividend Distribution Policy in
• tax law and the Company’s taxpayer status; the Board’s Report forming part of the Annual Report.
• capital market. This Policy shall also be disclosed on the website
of the Company at www.rallis.co.in. Any changes
This is not intended to be an all-inclusive list, but in the Policy, along with the rationale for the same,
rather a representative list of factors which may be shall also be disclosed in the Annual Report and
considered while declaring dividend. on the website of the Company.
BHASKAR BHAT
Mumbai, 25th April, 2019 Chairman
53
Rallis India Limited Statutory Reports
The philosophy for remuneration of directors, Key Managerial and motivate directors aligned to the requirements
Personnel (“KMP”) and all other employees of Rallis India of the Company (taking into consideration the
Limited (“Company”) is based on the commitment of fostering challenges faced by the Company and its future
a culture of Leadership with Trust. The remuneration policy is growth imperatives).
aligned to this philosophy.
• Overall remuneration should be reflective of size of
This remuneration policy has been prepared pursuant to the the Company, complexity of the sector/ industry/
provisions of Section 178(3) of the Companies Act, 2013 (“Act”) Company’s operations and the Company’s capacity to
and Regulation 19(4) read with Para A (1) of Part D of Schedule pay the remuneration.
II of the Securities and Exchange Board of India (Listing • Overall remuneration practices should be consistent
Obligations and Disclosure Requirements) Regulations, with recognized best practices.
2015 (“Listing Regulations”). In case of any inconsistency
between the provisions of law and this remuneration policy, • Quantum of sitting fees may be subject to review on a
the provisions of the law shall prevail and the Company shall periodic basis, as required.
abide by the applicable law. While formulating this policy, • The aggregate commission payable to all the NEDs and
the Nomination and Remuneration Committee (“NRC”) has IDs will be recommended by the NRC to the Board based
considered the factors laid down under Section 178(4) of the on Company performance, profits, return to investors,
Act, which are as under: shareholder value creation and any other significant
“(a) the level and composition of remuneration is reasonable qualitative parameters as may be decided by the Board.
and sufficient to attract, retain and motivate directors of • The NRC will recommend to the Board the quantum of
the quality required to run the Company successfully; commission for each director based upon the outcome
(b) relationship of remuneration to performance is clear of the evaluation process which is driven by various
and meets appropriate performance benchmarks; and factors including attendance and time spent in the Board
and Committee meetings, individual contributions at
(c) remuneration to directors, key managerial personnel
the meetings and contributions made by directors other
and senior management involves a balance between
than in meetings.
fixed and incentive pay reflecting short and long-term
performance objectives appropriate to the working of • In addition to the sitting fees and commission, the
the Company and its goals.” Company may pay to any director such fair and
reasonable expenditure, as may have been incurred
Key principles governing this remuneration policy are as by the director while performing his/ her role as a
follows: director of the Company. This could include reasonable
Remuneration for independent directors and expenditure incurred by the director for attending
non-independent non-executive directors Board/ Board Committee meetings, general meetings,
court convened meetings, meetings with shareholders/
• Independent directors (“ID”) and non-independent creditors/ management, site visits, induction and
non-executive directors (“NED”) may be paid sitting training (organized by the Company for directors) and
fees (for attending the meetings of the Board and
in obtaining professional advice from independent
of Committees of which they may be members) and
advisors in the furtherance of his/ her duties as a director.
commission within regulatory limits.
• Within the parameters prescribed by law, the payment Remuneration for Managing Director (“MD”)/ Executive
of sitting fees and commission will be recommended by Directors (“ED”)/ KMP/ rest of the employees
the NRC and approved by the Board.
• The extent of overall remuneration should be sufficient
• Overall remuneration (sitting fees and commission) to attract and retain talented and qualified individuals
should be reasonable and sufficient to attract, retain suitable for every role. Hence remuneration should be:
o
Market competitive (market for every role is o In addition to the basic/ fixed salary, benefits,
defined as companies from which the Company perquisites and allowances as provided above, the
attracts talent or companies to which the Company Company provides MD/ EDs such remuneration
loses talent). by way of commission, calculated with reference
to the net profits of the Company in a particular
o Driven by the role played by the individual.
financial year, as may be determined by the Board,
o Reflective of size of the Company, complexity of subject to the overall ceilings stipulated in Section
the sector/ industry/ Company’s operations and 197 of the Act. The specific amount payable to
the Company’s capacity to pay. the MD/ EDs would be based on performance as
evaluated by the Board or the NRC and approved
o Consistent with recognized best practices; and
by the Board.
o Aligned to any regulatory requirements.
o The Company provides the rest of the employees
• In terms of remuneration mix or composition: a performance linked bonus. The performance
linked bonus would be driven by the outcome
o The remuneration mix for the MD/ EDs is as per the of the performance appraisal process and the
contract approved by the shareholders. In case of performance of the Company.
any change, the same would require the approval
of the shareholders. emuneration payable to Director for services rendered
R
o Basic/ fixed salary is provided to all employees to in other capacity
ensure that there is a steady income in line with T he remuneration payable to the Directors shall be inclusive
their skills and experience. of any remuneration payable for services rendered by such
o In addition to the basic/ fixed salary, the Company director in any other capacity unless:
provides employees with certain perquisites, a) The services rendered are of a professional nature; and
allowances and benefits to enable a certain level
b) The NRC is of the opinion that the director possesses
of lifestyle and to offer scope for savings and tax
requisite qualification for the practice of the profession.
optimization, where possible. The Company also
provides all employees with a social security net
Policy implementation
(subject to limits) by covering medical expenses
and hospitalization through re-imbursements T he NRC is responsible for recommending the remuneration
or insurance cover and accidental death and policy to the Board. The Board is responsible for approving
dismemberment through personal accident and overseeing implementation of the remuneration policy.
insurance.
o
The Company provides retirement benefits as
applicable.
BHASKAR BHAT
Chairman
Mumbai, 25th April, 2019
55
Rallis India Limited Statutory Reports
1. A brief outline of the Company’s CSR Policy, The Company is committed to improve quality of lives of people
including overview of projects or programs in the community it serves through long term stakeholder value
proposed to be undertaken and a reference to creation, with special focus on empowerment of communities in rural
the web-link to the CSR Policy and projects or India. Our CSR initiatives focus on Natural Resources Management
programs. (Water, Soil Health, Public Healthcare and Sanitation), Employability
through skills building and education, and Farmer Safety. CSR
activities of the Company are implemented by the in-house CSR
team, through participatory approach involving beneficiaries, NGOs
and other community partners. Interventions are aligned with Tata
Group Focus Initiatives.
The Company has framed its CSR Policy in compliance with the
provisions of the Companies Act, 2013 and the same is placed on
the Company’s website at the following weblink:
http://www.rallis.co.in/CSR_Policy.htm
The overview of CSR projects and programmes are available at the
following weblink:
http://www.rallis.co.in/CSRProjects.htm
2. The Composition of the CSR Committee. 1. Mr. John Mulhall (Chairman)
2. Dr. Y. S. P. Thorat
3. Mr. Prakash R. Rastogi
4. Mr. Sanjiv Lal (appointed w.e.f. 1st April, 2019)
3. Average net profit of the Company for last three ` 192.35 crores
financial years.
4. Prescribed CSR Expenditure (two percent of the ` 3.85 crores
amount as in item 3 above).
5. Details of CSR spent for the financial year.
(a) Total amount to be spent for the financial ` 3.85 crores (The Company has spent ` 3.86 crores during financial
year: year 2018-19)
(b) Amount unspent, if any: Nil
(c) Manner in which the amount spent during The manner in which the amount is spent is annexed.
the financial year is detailed below:
6. In case the Company has failed to spend the Not Applicable
two per cent of the average net profit of the
last three financial years or any part thereof,
the Company shall provide the reasons for not
spending the amount in its Board report.
7. A responsibility statement of the CSR Committee The implementation and monitoring of CSR Policy is in compliance
that the implementation and monitoring of CSR with CSR objectives and Policy of the Company.
Policy, is in compliance with CSR objectives and
Policy of the Company.
No. identified which the (a) Local area or other outlay the projects or expenditure spent: Direct implementing
project is (b) Specify the state and district where (budget) programs (a) Direct upto the or through agency if
covered projects or programs was undertaken project or expenditure on reporting implementing engaged
programs projects or programs period agency
wise (2) Overheads
1 Jal Dhan (Watershed 1. Rural Watershed program in Maharashtra. Villages 128.5 216.34 216.34 Direct -
project, water development covered from Latur, Akola, Raigad districts
harvesting and roof top 2. Ensuring
harvesting) Environment
sustainability
2 RUBY Project Education 1. Promoting Various interventions for students from 1st 50.00 57.21 57.21 Direct -
(Career guidance Education, to 12th std. at Mumbai, Lote and Akola in
Soft skill, IT, Science and enhancing Maharashtra and Dahej and Ankleshwar in
English intervention, vocational skills Gujarat and through volunteering across
Educational support locations
to underprivileged
students, Road safety
Programs
3 TARA Project 1. Enhancing Imparting various skill trainings and 3.00 3.86 3.86 Direct -
Skill Development vocational skills motivating women and youths to be
2. Empowering financial independent at Akola and
women Mumbai in Maharashtra
3. Rural
development
4 Greening Project Ensuring Planting 5,000 new trees and maintaining 0.74 4.32 4.32 Direct -
Afforestation environment previous trees planted
(Conserving soil and sustainability
water, increasing
ground water level,
green cover)
5 Rural Development, Healthcare and Developing model village, focusing on non 53.26 53.28 53.28 Direct, except All India
Healthcare and sanitation conventional energy projects like hydro Jawhar project Institute of
Sanitation Rural power, solar and wind power, construction of Local Self
development toilets, health interventions, etc. Governance
6 Farmer safety Rural Holistic Farmer safety initiative which focuses 130.00 31.85 31.85 Direct -
development on spreading awareness among farming
community covering precautions to be taken
during and after spraying, safe disposal of the
container, health check-up of spray-men and
free distribution of safety kits to farmers
7 Salary and admin cost 5% of total expenditure 19.23 19.23 19.23 - -
GRAND TOTAL 384.73 386.09 386.09
57
Rallis India Limited Statutory Reports
(vi)
Other laws specifically applicable to the Company the period under review were carried out in compliance with
namely: the provisions of the Act.
1) The Insecticides Act, 1968 and Rules, 1971
Adequate notice was given to all directors to schedule the
2) The Seeds Act, 1966 and Rules, 1968 Board Meetings, agenda and detailed notes on agenda were
3) The Fertilizers (Control) Order, 1985 sent at least seven days in advance other than those held at
shorter notice, and a system exists for seeking and obtaining
We have also examined compliance with the applicable further information and clarifications on the agenda items
clauses of the following: before the meeting and for meaningful participation
at the meeting.
(i) Secretarial Standards issued by The Institute of
Company Secretaries of India with respect to board Decisions at the Board Meetings were taken unanimously.
and general meetings.
(ii)
The Listing Agreements entered into by the We further report that there are adequate systems and
Company with BSE Limited and National Stock processes in the Company commensurate with the size and
Exchange of India Limited read with the SEBI operations of the Company to monitor and ensure compliance
(Listing Obligations and Disclosure Requirements) with applicable laws, rules, regulations and guidelines.
Regulations, 2015.
We further report that during the audit period, the following
During the period under review, the Company has complied events which had bearing on the Company’s affairs in
with the provisions of the Act, Rules, Regulations, Guidelines, pursuance of the above referred laws, rules, regulations,
Standards, etc. mentioned above. guidelines, standards etc.:
We further report that: T he Board of Directors of the Company at its meeting held
on 17th January, 2019, approved the scheme of merger by
The Board of Directors of the Company is duly constituted absorption of its Wholly Owned Subsidiary, Metahelix Life
with proper balance of Executive Directors, Non-Executive Sciences Limited with the Company, subject to receipt of
Directors and Independent Directors. The changes in the all requisite statutory and regulatory approvals, including
composition of the Board of Directors that took place during approval of the National Company Law Tribunal.
Jigyasa Ved
Place: Mumbai Partner
Date: 25th April, 2019 FCS No: 6488 CP No: 6018
This Report is to be read with our letter of even date which is annexed as Annexure A and forms an integral part of this report.
59
Rallis India Limited Statutory Reports
‘Annexure A’
Jigyasa Ved
Place: Mumbai Partner
Date: 25th April, 2019 FCS No: 6488 CP No: 6018
61
Rallis India Limited Statutory Reports
IV. SHAREHOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
(i) Category-wise Shareholding
Category of No. of Shares held No. of Shares held %
Shareholders at the beginning of the year at the end of the year Change
Demat Physical Total % of Demat Physical Total % of during
Total Share Total Share the year
A. Promoters
(Including Promoter
Group)
(1) Indian
a) Individual / HUF 0 0 0 0 0 0 0 0 0
b) Central Govt. 0 0 0 0 0 0 0 0 0
c) State Govt.(s) 0 0 0 0 0 0 0 0 0
d) Bodies Corporate 9,74,16,610 0 9,74,16,610 50.09 9,74,16,610 0 9,74,16,610 50.09 0
e) Banks / FI 0 0 0 0 0 0 0 0 0
f ) Any Other… 0 0 0 0 0 0 0 0 0
Sub-Total (A)(1): 9,74,16,610 0 9,74,16,610 50.09 9,74,16,610 0 9,74,16,610 50.09 0
(2) Foreign
a) NRIs – Individuals 0 0 0 0 0 0 0 0 0
b) Other – Individuals 0 0 0 0 0 0 0 0 0
c) Bodies Corporate 0 0 0 0 0 0 0 0 0
d) Banks / FI 0 0 0 0 0 0 0 0 0
e) Any Other… 0 0 0 0 0 0 0 0 0
Sub-Total (A)(2): 0 0 0 0 0 0 0 0 0
Total Shareholding of 9,74,16,610 0 9,74,16,610 50.09 9,74,16,610 0 9,74,16,610 50.09 0
Promoters (A)=
(A)(1)+(A)(2)
B. Public Shareholding
(1) Institutions
a) Mutual Funds 2,39,81,362 1,110 2,39,82,472 12.33 2,63,40,413 1,110 2,63,41,523 13.55 1.21
b) Banks / FI 2,25,599 24,600 2,50,199 0.13 3,00,267 24,600 3,24,867 0.17 0.04
c) Central Govt. 0 0 0 0 0 0 0 0 0
d) State Govt.(s) 0 8,01,150 8,01,150 0.41 0 8,01,150 8,01,150 0.41 0
e) Venture Capital Funds 0 0 0 0 0 0 0 0 0
f ) Insurance Companies 1,00,66,834 0 1,00,66,834 5.18 1,09,12,523 0 1,09,12,523 5.61 0.43
63
Rallis India Limited Statutory Reports
(iii) Change in Promoters’ (Including Promoter Group) Shareholding (please specify, if there is no change)
Sl. Shareholding at the Cumulative Shareholding
No. beginning of the year during the year
No. of shares % of total shares of No. of shares % of total shares of
the Company the Company
1. Tata Chemicals Limited
At the beginning of the year 9,73,41,610 50.06 9,73,41,610 50.06
At the end of the year 9,73,41,610 50.06 9,73,41,610 50.06
2. Ewart Investments Limited*
At the beginning of the year 75,000 0.04 75,000 0.04
At the end of the year 75,000 0.04 75,000 0.04
* Part of Promoter Group
Note :
There is no change in Shareholding of the Promoter including Promoter Group
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs)
Sl. Name of shareholders Shareholding Cumulative Shareholding
during the year
No. of Shares % of total shares No. of Shares % of total shares
of the Company of the Company
1. Rakesh Jhunjhunwala
At the beginning of the year 1,88,05,820 9.67 1,88,05,820 9.67
Bought during the year 9,16,000 0.47 1,97,21,820 10.14
Sold during the year (17,41,000) (0.89) 1,79,80,820 9.25
At the end of the year 1,79,80,820 9.25 1,79,80,820 9.25
2. HDFC Life Insurance Company Limited (Formerly
HDFC Standard Life Insurance Company Limited)
At the beginning of the year 64,84,723 3.33 64,84,723 3.33
Bought during the year 19,04,244 0.98 83,88,967 4.31
Sold during the year (9,43,050) (0.48) 74,45,917 3.83
At the end of the year 74,45,917 3.83 74,45,917 3.83
3. SBI Magnum Taxgain Scheme (various accounts)
At the beginning of the year 25,00,000 1.29 25,00,000 1.29
Bought during the year 31,44,397 1.61 56,44,397 2.90
Sold during the year 0 0.00 56,44,397 2.90
At the end of the year 56,44,397 2.90 56,44,397 2.90
4. Tata Mutual Fund (various accounts)
At the beginning of the year 10,44,000 0.54 10,44,000 0.54
Bought during the year 49,00,000 2.52 59,44,000 3.06
Sold during the year (4,13,500) (0.22) 55,30,500 2.84
At the end of the year 55,30,500 2.84 55,30,500 2.84
5. Franklin India Smaller Companies Fund
At the beginning of the year 37,33,258 1.92 37,33,258 1.92
Bought during the year 4,50,000 0.23 41,83,258 2.15
Sold during the year 0 0.00 41,83,258 2.15
At the end of the year 41,83,258 2.15 41,83,258 2.15
6. Sundaram Mutual Fund (various accounts)
At the beginning of the year 27,92,498 1.44 27,92,498 1.44
Bought during the year 1,87,457 0.09 29,79,955 1.53
Sold during the year 0 0.00 29,79,955 1.53
At the end of the year 29,79,955 1.53 29,79,955 1.53
7. ITPL - Invesco India (various accounts)
At the beginning of the year 13,57,957 0.70 13,57,957 0.70
Bought during the year 30,50,106 1.57 44,08,063 2.27
Sold during the year (15,28,178) (0.79) 28,79,885 1.48
At the end of the year 28,79,885 1.48 28,79,885 1.48
65
Rallis India Limited Statutory Reports
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment
(` in crores)
Secured Loans Unsecured Deposits Total
excluding Loans Indebtedness
deposits
Indebtedness at the beginning of the financial year
i) Principal Amount 0.15 15.00 - 15.15
ii) Interest due but not paid - - - -
iii) Interest accrued but not due 0.04 0.11 - 0.15
Total (i+ii+iii) 0.19 15.11 - 15.30
Change in Indebtedness during the financial year
Addition 52.80 - - 52.80
Reduction - (3.02) - (3.02)
Net Change 52.80 (3.02) - 49.78
Indebtedness at the end of the financial year
i) Principal Amount 52.96 12.00 - 64.96
ii) Interest due but not paid - - - -
iii) Interest accrued but not due 0.03 0.09 - 0.12
Total (i+ii+iii) 52.99 12.09 - 65.08
67
Rallis India Limited Statutory Reports
BHASKAR BHAT
Mumbai, 25th April, 2019 Chairman
69
Rallis India Limited Statutory Reports
(ii)
Benefits derived like product improvement, (iii)
In case of imported technology (imported
cost reduction, product development or import during the last three years reckoned from the
substitution: beginning of the financial year):
(a)
Continuous troubleshooting support from the details of technology imported: The
(a)
R&D to Dahej manufacturing unit in the Company has not imported any technology
during the last three financial years.
commercialisation batches of NPI-II during
the year to support production of 12-14 MT the year of import: Not applicable
(b)
per month. whether the technology has been fully
(c)
absorbed: Not applicable
(b)
Eleven products were registered in the
international market. Sixteen registration if not fully absorbed, areas where
(d)
dossiers were submitted in various absorption has not taken place, and the
international markets. reason thereof: Not applicable
(iv) Expenditure on R & D:
(c)
Ten products were registered in India for
(` in crores)
the domestic/export market. Label claim
2018-19 2017-18
expansion approval was obtained on two
Capital expenditure 1.25 0.66
products on four crops. Nineteen dossiers
Revenue expenditure* 18.50 18.79
were submitted under various categories of
19.75 19.45
new registration. Total R&D expenditure as a percentage 1.18% 1.30%
of net sales (excluding excise duty)
(d)
Dossier has been submitted to Central
* included in the above is an amount of ` 0.19 crore (Previous Year
Insecticides Board and Registration
` 0.21 crore) paid to an external agency.
Committee for leading products like
Taqat on Wheat & Rice and Anant on Okra, (C) FOREIGN EXCHANGE EARNINGS AND OUTGO
Mango, Wheat, Mustard, Tomato, Brinjal,
Foreign Exchange earned in terms of actual inflows
Tea, Potato & Citrus crops as label expansion.
during the year and Foreign Exchange outgo during the
(e) Product commercialized during FY 2018-19: year in terms of actual outflows:
OLIVER- A systemic post-emergent herbicide (` in crores)
formulated using Haloxyfop-methyl into 2018-19 2017-18
10.5% EC is very effective against all major 1. Foreign Exchange Earned 637.77 471.85
grassy weeds in Soybean. 2. Outgo of Foreign Exchange 459.61 422.64
BHASKAR BHAT
Mumbai, 25th April, 2019 Chairman
Name of Director Ratio to % increase in 2. Mr. R. Mukundan and Mr. John Mulhall being in the
median remuneration whole-time employment of Tata Chemicals Limited, the
remuneration over previous holding company, draw remuneration from it and hence the
year above details are not applicable for them.
Non-Executive Directors
Mr. Bhaskar Bhat@ - - B. Percentage increase in the median remuneration of
Mr. Prakash R Rastogi 4.3:1 12.2 employees in the FY 2018-19: 7.78%
Dr. Y. S. P. Thorat 4.5:1 -13.4
C. Number of permanent employees on the rolls of the
Dr. C. V. Natraj 3.8:1 -6.7
Company as on 31st March, 2019: 1,001
Mrs. Padmini Khare Kaicker 4.1:1 -12.4
Dr. Punita Kumar-Sinha 3.0:1 1.8 D. Comparison of average percentile increase in salary
Executive Directors of employees other than the managerial personnel
Mr. V. Shankar, 46.6:1 (14.63) and the percentile increase in the managerial
Managing Director & CEO# remuneration:
Key Managerial Personnel
Mr. Ashish Mehta, - 5.7 % change in
remuneration
Chief Financial Officer
Mrs. Pouruchisti Meherhomji, - ** Average increase in salary of employees 10.68
Company Secretary* (other than managerial personnel)
Mr. Yashaswin Sheth, - ** Average increase in remuneration of (14.63)#
Company Secretary* managerial personnel
* Part year
# Excluding retiral benefits paid
@ In line with the internal guidelines, no payment is made towards
commission to Mr. Bhaskar Bhat, Non-Executive Director of
the Company, since he is in full-time employment with other E. Affirmation:
Tata company and hence not stated
It is affirmed that the remuneration paid to
# Excludes retiral benefits paid the Directors, Key Managerial Personnel and other
** Since the remuneration is only for part of the year, the percentage employees is as per the Remuneration Policy
increase in remuneration is not comparable and hence not stated of the Company.
BHASKAR BHAT
Mumbai, 25th April, 2019 Chairman
71
Rallis India Limited Statutory Reports
the 42nd consecutive year of above average global land and spending and corporate fundamentals. Despite external
sea surface temperatures. vulnerabilities in the form of high oil prices, trade tensions
between major global trading partners and the US monetary
Unfavourable weather for crops in key growing regions tightening, the Indian economy remained resilient.
adversely impacted crop production and yield. According The World Bank estimated the Indian economy to grow by
to the Grain Market Report by the International Grains 7.2% in FY 2018-19.
Council, global grains production is estimated to have fallen
by 17 Million Tonnes (‘MT’) in Financial Year (‘FY’) 2018-19 to a Outlook
three-year low of 2,125 MT. This decline was because a Globally, analysts and agencies have a consensus that Indian
higher maize output had been outweighed by declines for economy will continue to outperform amidst global gloom,
other crops. albeit at a slower pace. As per the International Monetory
Fund (‘IMF’), the Indian economy is likely to accelerate
moderately and grow by 7.3% in FY 2019-20 compared
Global Food Grains statistics (In Million Tonnes)
to its earlier projection of 7.5%. To support the growth
659 648
604 momentum, the Reserve Bank of India is taking the necessary
575
353 367 368 369 steps to maintain financial stability and to facilitate enabling
2,204 conditions for sustainable and robust growth. It has already
2,187
2,170 2,175 taken back-to-back rate cuts of 25 basis points, resulting in
2,153
2,142 repo rate declining to 6%.
2,126 2,125
As per the Confederation of Indian Industry (‘CII’),
2016-17 2017-18 2018-19 2019-20 the positive outlook in India is supported by better
(Estimated) (Forecast) (Projection) demand conditions, settled GST implementation, capacity
expansion from growing investments in infrastructure,
Production Consumption Trade Carryover Stocks
continuing positive effects of reform policies and
(Source: International Grains Council) improved credit offtake. The industry body observed
that despite 2018 being filled with external vulnerabilities
arising out of rising oil prices, trade wars between major
Indian Economy
global trading partners and US monetary tightening,
While the global economy is battling headwinds, India the Indian economy outshined. Various measures
continues to be one of the fastest growing major economies of the Government under “Make in India” and other similar
in the world in FY 2018-19, driven by strong household initiatives have begun showing positive results.
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Rallis India Limited Statutory Reports
INDUSTRY OVERVIEW
All India Northwest Central South East & Agriculture inputs play a decisive role in enhancing
India India Peninsula Northeast India
crop production. With arable land declining, production
Rainfall (mm) Rainfall (% of LPA)
of crops can only be increased by using quality inputs
(Source: Indian Meteorological Department) through a scaled-up country-wide effort. Concerted efforts
are being taken to transform agriculture, improve farm FY 2018-19 has been a challenging year for the seeds sector.
productivity and farmer prosperity, achieve food security and While the overall rainfall was near the long-term average, the
environmental sustainability. issue was uneven distribution and timing. Poor rainfall during
key cropping periods in both Kharif and Rabi seasons led to
Segments of Agriculture Inputs Industry cropping pattern change and hence impacted demand.
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Rallis India Limited Statutory Reports
India has retained its position as the world’s second largest challenges due to strict environmental regulations. Crop
consumer of fertilizers. The Indian fertilizer market was valued protection comprises of insecticides, fungicides, herbicides
at ` 4,675 billion in 2017 and is projected to reach ` 9,987 and bio-pesticides. India’s pesticides consumption is currently
billion by 2023, at a CAGR of around 13% during 2018-2023. one of the lowest in the world among other economies.
(Source: IMARC Group) Its per hectare consumption stands at 0.6 Kg, compared to
US (5-7 Kg/ha) and Japan (11-12 Kg/ha). In India, paddy
The Bio-stimulants market in India is projected to witness accounts for the maximum share of pesticide consumption at
a CAGR of 16.49% to reach a total market size of US$ 181 around 26%-28%, followed by cotton at 18%-20%.
million by 2023, increasing from US$ 72 million in 2017
(Source: Business Wire). These are materials with an India is the fifth largest exporter of pesticides, with most
organic base which are used throughout the lifecycle of the exports being off-patent products. Exports of
of the crops, helping increase crop yield, bring in pesticides are likely to grow at a CAGR of 8.6% and reach
efficiencies in water consumption and overall, enhance US$ 4.2 billion by FY 2024-25. Low-cost manufacturing,
crop quality. availability of technically trained manpower, seasonal
domestic demand, overcapacity, better price realisation
Micro-nutrients are plant growth nutrients and they play a globally and strong presence in generic pesticide
crucial role in balanced crop nutrition. Non-availability of manufacturing are the key factors driving growth in India.
micro-nutrients inhibits the critical functions of the crop, (Source: FICCI & CARE Ratings Report)
leading to abnormality, slow growth and reduced yield. The
micro-nutrient market in India is currently pegged at ` 19 billion, In FY 2018-19, the Indian crop protection chemical
and is expected to grow at 8%-9% CAGR, going ahead. industry witnessed several challenges. Uneven distribution
of rainfall and its skewness in certain regions led to a
As per ICRA report, the industry continues to face legacy issues significant change in the pest load factor, impacting its
of subsidy budgeting resulting in large backlogs. Though consumption. In Rabi season, significant rainfall during
Government initiatives of Special Banking arrangements are beginning of cropping period led to a decline in pest
providing temporary relief in the form of subsidised interest infestation. The industry further faced the challenge
costs, in the long term, the industry sales are likely to grow of fluctuation in the prices of raw materials as supply
between 2%-4% annually. (Source: Economic Times) got impacted due to operational issues in China led by
environmental crackdown. In India, regulatory issues like label
Crop Protection industry claim, co-marketing, and restriction and banning of products
Crop protection chemicals play a major role in increasing in Maharashtra, Punjab and Haryana impacted demand.
agriculture productivity. They help in minimising
plant diseases, weeds, and other pests that damage Despite this, the opportunities for the Indian market are
agriculture crops, and thus increasing and maintaining increasing with China shutting down capacities and with
year-on-year crop yield. Around 25% of the global crop agrochemicals valuing US$ 2.9 billion going off-patent
output is lost due to attacks by pests, weeds and diseases. between 2017-2020. Moreover, educating farmers about
The global crop protection industry, which reached a value the advantages of pesticides and its safe usage is projected
of US$ 57.7 billion in 2017, is expected to reach US$ 77.3 to increase demand for pesticides in the country. Growth
billion by 2023, exhibiting 5.3% CAGR during 2018-2023. is expected to be largely driven by export demand, which
(Source: Mena Fn, IMARC Group) is expected to grow by 15%-16% per annum. Tropical
climatic conditions and high production of paddy,
India is the 4th largest producer of agrochemicals, after the cotton, sugarcane and other cereals in India will drive
US, Japan and China. As per a Report published by Federation consumption of insecticides. The Government is looking
of Indian Chambers of Commerce and Industry (‘FICCI’) titled to double farmers’ income by 2022 and working towards
Indian Agrochemical Industry, July 2018, the industry is valued addressing their unmet needs across the agri-value chain
at US$ 4.1 billion, and likely to grow at 8.3% CAGR to touch augurs well for India’s crop protection industry.
US$ 8.1 billion by FY 2024-25. In India, better timing and spatial
distribution of rainfall, higher pest incidence, and steps by the COMPANY OVERVIEW
Government to improve farm income are expected to increase With a legacy of 168 years, Rallis has carved a niche for
the application of agrochemicals. The industry faces several itself with its innovations and R&D capabilities, and is
today well established as a responsible player in the facilitated its organic manure product to farmers and with
agriculture inputs industry. proper knowledge of usage for enhancing soil health which
found immense acceptance as they witnessed improved
From being just an pesticides player, the Company has yield. Under the MoPu initiative, the Company works with
widened its portfolio by diversifying across the agriculture several state agencies to provide training, package of
value chain – ranging from plant protection chemicals to practice and scientific information to enable farmer enhance
hybrid seeds, plant growth nutrients and soil conditioners. pulses production. MoPu is now operational in the states
The Company has manufacturing facilities at four sites: of Madhya Pradesh and Maharashtra. Rallis Samrudh
Ankleshwar and Dahej in Gujarat; and Lote and Akola in Krishi® (RSK) initiative, brings to the farmers the latest farm
Maharashtra. All these are modern facilities in terms of technology and practices, while focusing on nurturing
technical knowhow and practices. Its business is supported safety and protecting the environment. It facilitates farmers
by the Rallis Innovation Chemistry Hub (RICH), which is increase the yield through better quality and lower
focused on product development and process chemistry to costs, optimise their resources to increase farm
bring the latest crop health products to the farmers. productivity sustainably, thereby creating value for them.
Through RSK and its digital interventions, the Company
The Company’s operations are divided into domestic and supported farmers by helping them take informed
international business. The domestic business focuses on decisions on various aspects of crop management.
enhancing farm productivity and farmer income across Digitalisation facilitates the Company in generating
India. For this, the Company associates with farmers at real-time data and predictive analysis and enables constant
each stage of the farming cycle by providing quality seeds, improvements in Good Agricultural Practices (GAP).
plant growth nutrients and agrochemicals, thus ensuring
an integrated crop management system. It also engages in Key Enablers for a Digitally Enabled RSK:
safety awareness campaigns “You are Safe” on usage of crop The Company in line with its strategy of helping farmers
protection by farmers and channel partners. The Company enhance their prosperity using technology is leveraging
also helps farmers improve their farming practices through the RSK platform. The intent of the initiative is to
various hand-hold approaches. provide right application and information to internal (sales
and marketing teams) and external customers (farmers,
On the international business front, the Company channel partners and vendors) to achieve wider reach and
manufactures and markets technical-grade crop care and greater impact. Various digital initiatives executed under the
branded formulation either directly or through alliances. The program include:
Company also leverages its knowledge in process chemistry
to undertake contract manufacturing activities in the areas of Drishti: One of the most critical needs of the farming
agro chemicals and polymers, for leading global companies. community is the availability of predictive advisory
It is a preferred partner owing to its execution capabilities, services. Through its digital platform Drishti, the Company
low-cost advantage, customer relationship management and aims at providing customised and predictive advisory
reliability in terms of quality and supply. services to the farmers from rain-fed areas. It supplies
the farmers with reliable information on weather,
AGRI SOLUTIONS soil condition, crop health, and pest attacks, among others.
The Company is aligned with the Government’s mission to This enables them to take informed decisions and ensure
provide food security and drive farm productivity, with the higher productivity.
aim of empowering farmers and increasing their incomes.
Over the years, with sustainability at the core of its operations, Rallis Krishi Samadhan is a mobile app launched to
it has consciously looked beyond manufacturing to expand provide the farming community pre-harvest and
its offerings and deliver value to farmers including agronomic post-harvest related information including package of
advice and knowledge of best practices to enable farmers practice, weather information, mandi information, complaint/
enhance the yield and their net incomes. query resolution, and personalised advisory through farm
visits. The app allows farmers to gain direct access to the
The Company offers several solutions in its agri services Company’s helpline for resolution of their problems. The
portfolio which include successful initiatives of GeoGreen service is currently available in 11 regional languages which
and MoPu (More Pulses). Under GeoGreen, the Company increases the reach.
77
Rallis India Limited Statutory Reports
Sampark is a mobile app for the frontline workforce The Company’s seeds business is one of the fastest
aimed at ensuring better engagement with farmers, better growing segments with a significant room for expansion.
visibility and insight gathering. The app improves the However, with both the Company and its subsidiary, Metahelix
productivity of the Company’s field-force by facilitating Life Sciences Limited (‘Metahelix’), having operational seeds
data collection and ensuring digital farmer engagement by business there were newly emerging regulatory challenges
crop advisors. related to co-marketing and some overlap presenting scope
for optimising. Focused on this objective, the Company’s
BUSINESS OVERVIEW Board of Directors have taken the strategic decision of
FY 2018-19 was a challenging year for the Company. While discontinuing its seeds business. Henceforth, the seeds
the total income grew by 11%, margins were under pressure. operations shall be completely handled by Metahelix,
The growth was largely driven by strong performance of the whose strong portfolio and brand connect will benefit
international business led by fructification in new registrations the Company to grow the seeds business with focused
and retention of existing accounts due to strong customer approach and optimal utilisation of resources.
relationship management which enhanced the overall sales.
During the year under review, the Board has further
accorded its approval for merger of Metahelix
In the domestic business, difficult weather conditions
with the Company subject to necessary regulatory
impacted crop shift pattern and pest load factor leading to
and statutory approvals.
subdued performance. The business was further impacted
by surge in raw material prices, working capital management
and debtor collections issues. To address these issues, the Moving ahead, the Company remains poised to implement
Company has devised a working capital management key initiatives across functions to enable itself to face market
strategy with strong focus on domestic debtor management. challenges and leverage the emerging opportunities.
The Company has also entered into strategic partnership It remains focused on improving revenue growth and
with financing companies for channel partner financing. This profitability, driven by high growth segments such as seeds
will enable it to grow business and improve working capital and nutrients.
position. The crop protection business of the Company was
impacted by lower pest loads in both Kharif and Rabi season. REVIEW OF FINANCIAL PERFORMANCE
Monsoon-proofing continues to be a key strategy for the Standalone performance for the year ended
Company to reduce influences of climatic conditions. 31st March, 2019
Analysis of the Standalone Profit and loss statement
Though the Company’s performance was impacted due (` crores)
to business and environmental conditions, it sees demand
significantly increasing in the coming years. This will be Particulars FY 2018-19 FY 2017-18 % change
more so in the international business where the Company is
Revenue from operations 1,672 1,516 10%
gaining new registrations and strengthening its geographic (net)
presence. To capitalise on this, the Company over the next
5-6 years has planned a total capex of ` 800 crores to expand Other income 26 9 188%
formulation capacities, new active ingredients as well as
Cost of materials 1,016 885 15%
adding intermediates capacity for backward integration. This consumed
will enable it to cater to the growing demand and reduce
dependencies on imports. The Company’s new products Power and fuel 62 53 17%
introduced in the previous years have witnessed good
Freight, handling and 58 59 -1%
response. The focus will be on strengthening its marketing
packing
and distribution to grow volumes.
Employee benefits 138 126 10%
During the year, the Company has created a strong pipeline expenses
of products by leveraging its R&D and its technical alliances
Depreciation and 39 41 -3%
with other partners.
amortisation expenses
Besides, the Company took several key initiatives to Finance costs 5 3 48%
strengthen its market position. It bolstered its distributor
network across the key growth markets and also worked EBITDA 206 226 -9%
towards increasing the number of channel partners with Profit after Tax 129 141 -9%
the aim of getting closer to the farming community.
79
Rallis India Limited Statutory Reports
The Company’s debt:equity ratio as on 31st March, 2019 2. Debt equity ratio was at 0.06 as compared to the previous
stood at 0.06 compared to 0.02 as on 31st March, 2018, year 0.02. However, the Company has a very low debt
indicating its low leverage. to equity ratio which indicates strong ability to repay
its debt obligations.
Consolidated performance for the year ended
31st March, 2019
3. Return on net worth decreased from 12% to 10%
Analysis of the consolidated Profit and loss statement
over the previous year due to decrease in profit after
(` crores)
tax from ` 141 crores to ` 129 crores and increase in
Particulars FY 2018-19 FY 2017-18 % change
net worth due to increase in reserves and surplus by
Revenue from operations
` 70 crores.
Rallis India Ltd.
-Consolidated 1,984 1,808 10%
Rallis India Ltd. Consolidated
-Standalone 1,672 1,516 10% 1. Debt equity ratio was at 0.06 as compared to the previous
Metahelix Life Sciences Ltd. 336 319 5% year 0.02. However, the Company has a very low debt
Zero Waste Agro Organics Ltd. 10 10 1%
to equity ratio which indicates strong ability to repay its
Rallis Chemistry Exports Ltd. - - -
debt obligations.
PT. Metahelix Lifesciences 1 0 155%
Indonesia
EBITDA 2.
Return on net worth decreased from 14% to
Rallis India Ltd. 12% due to decrease in profit after tax from
-Consolidated 241 264 -9% ` 167 crores to ` 155 crores and increase in net worth
Rallis India Ltd. -Standalone 206 226 -9% by ` 95 crores.
Metahelix Life Sciences Ltd. 31 37 -17%
Zero Waste Agro Organics Ltd. 1 2 -32% OPPORTUNITIES & OUTLOOK
Rallis Chemistry Exports Ltd. - - -
PT. Metahelix Lifesciences -1 -1 -1%
India provides immense growth opportunities in the
Indonesia agrochemical sector owing to its low consumption. The
PAT country faces a certain urgency to increase the knowledge
Rallis India Ltd. and awareness among farmers to enhance production and
-Consolidated 155 167 -7% productivity of crops and improve the yield per hectare.
Rallis India Ltd. -Standalone 129 141 -9%
There is also a need for better crop protection solutions to
Metahelix Life Sciences Ltd. 23 24 -5%
shield the crop and produce from pest attacks and increase
Zero Waste Agro Organics Ltd. 2 2 -13%
Rallis Chemistry Exports Ltd. - - - farm productivity. Per hectare usage of pesticides is the
PT. Metahelix Lifesciences -1 -1 -1% lowest in India and farmers are gradually learning to use
Indonesia agrochemicals to improve productivity. Awareness on a
sustainable seed system to ensure high-quality hybrid seeds
Total income increased by 11% from ` 1,822 crores in is also a key imperative, demonstrating growth opportunity.
FY 2017-18 to ` 2,015 crores in FY 2018-19. EBITDA decreased
The Company is ensuring a wide product portfolio,
by 9% from ` 264 crores in FY 2017-18 to ` 241 crores in
extensive geographical reach and improved internal
FY 2018-19. Profit after tax decreased by 7% from ` 167 crores
in FY 2017-18 to ` 155 crores in FY 2018-19. processes and supply chains to leverage the growing
opportunity landscape.
Key Financial Ratios :
Standalone: The Company remains focused on providing holistic
agro-solutions aimed at improving farm productivity
1. Interest coverage ratio was at 40 compared to 59
of previous year. Even after a drop the Company and yield effectively, rather than just selling products.
has a high interest coverage ratio which indicates It is constantly working towards fostering
stronger financial health and capability of meeting interest knowledge-based farming by leveraging its Rallis Samrudh
obligations. Krishi® platform.
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Rallis India Limited Statutory Reports
The Internal Audit Department is responsible to facilitate Rallis Innovation Turnover Index (ITI) is an indicator to
coordination with various heads of departments with respect understand the share of new products in the overall revenues.
to the process of identifying key risks associated with the After witnessing a drop in the index for few years, a distinct
business, manner of handling risks, adequacy of mitigating improvement was visible in ITI during FY 2017-18, as it moved
factors and recommending corrective action. The major risks to 11% from 7% in the previous years. During FY 2018-19,
forming part of the Enterprise Risk Management process are the ITI moved to 10%. During the year under review, the
linked to the audit universe and are also covered as part of the Company received 15 registrations – 4 for the domestic
annual risk based audit plan. market and 11 for the international market.
Going forward, the Company is fully geared to ramp up its Being an environmentally-responsible organisation, the
product portfolio in a significant manner. It has formulated Company has built facilities with the right processes and
a long-term strategy of looking at products and solutions technologies to minimise the level of effluent discharge. In
beyond 5-10 years, which will go a long way in improving the fact, the Company has gone a step ahead and moved forward
ITI. Along with augmenting its manufacturing efforts, these on achieving its mission of Zero Liquid Discharge (‘ZLD’)
initiatives will enable the Company to explore emerging for two of its manufacturing units, even while efforts
opportunities effectively. are being undertaken to move the other two facilities
towards ZLD as well.
ENVIRONMENT, HEALTH & SAFETY
At Rallis India, safety, health and environment is a key to Taking a step ahead in its environmental responsibility,
business success. The Company accords utmost priority the Company is investing in various energy conservation
to build a strong and fool-proof system to ensure that the equipment to ensure all its buildings and structures are
safety standards and norms are adequately complied with. energy efficient. While all the admin buildings are IGBC
In fact, ‘safety is a condition of employment, rather than (Indian Green Building Council certified) ‘green building’
being a choice’ within the Company. Its leadership team is certified, its Dahej plant has IGBC gold rating and Ankleshwar
fully committed towards building an organisation where IGBC platinum rating.
health and safety practices and standards are not only well
defined, but also adhered to in the best possible manner. It The Company is currently generating 30% of its energy
continuously works towards creating new benchmarks which requirements from renewable sources. It is committed to take
increasingly focus on production of environment-friendly this higher to 50% over the next few years. As a part of green
formulations through safer chemistry and processes. This initiative, the Company has cumulatively planted over 80,000
ensures safety for all the stakeholders who are handling saplings in the last five years with more than 90% survival.
these products on a regular basis. The Company has been
re-certified for Responsible Care Logo by Indian Chemical Farmers’ safety
Council (‘ICC’) for another period of three years starting 2019. The Company is a Responsible Care Company. On one hand,
the Company is focused on manufacturing environment
The Company’s focus towards care and safety also reflects in friendly products in terms of crop protection, ensuring the
its approach as it promotes behavioural safety, process safety safety of farmers who handle these chemicals. On the other
and road safety as key focus areas among its workforce. At hand, it has adopted measures to create awareness among
Rallis, a culture of safety is encouraged across hierarchies of
farmers to minimise risks and other concerns while using
the organisation to ensure there is no scope for any shortcuts
these chemicals in farms. The Company regularly organises
and leniency. As a part of daily sensitisation on “safety”, the
awareness workshops and campaigns to sensitise the farmer
Company has introduced the concept of a safety gallery
community. Various government agencies have also duly
through which all employees and workers must pass while
acknowledged these efforts. During FY 2018-19, under
entering and exiting the factory premises on daily basis.
“You are Safe” campaign, the Company conducted safety
This invigorates higher sense of safety and better awareness.
awareness contact programs in 535 villages across 2 districts,
A set of road safety rules and guidelines have been put in
covering 23,234 farmers and 10,494 students.
place for employees who often travel on roads to perform
their duties. Despite these very strong processes, there was
HUMAN RESOURCES
an unfortunate incident of flash fire at the Ankleshwar unit
during the year resulting in fatality of one employee. The The Company’s Employee Engagement Score has
Company has provided all support to family of deceased improved from 75% (last survey in 2017) to 79% in recently
employee. The Company is also taking various measures conducted Employee Engagement Survey by AON. This
to further strengthen its process safety to ensure safe and signifies the trust and binding of employees towards the
healthy environment at all its units. organisation. This has been possible as the Company
continues to focus on building a robust HR system and
Adoption of automation has helped the Company improve its employee-friendly HR policies for the holistic development of
safety standards across the value chain. It has achieved upto its human resource. Policies are designed to provide healthy
70% automation across its various manufacturing processes, work environment with freedom to work and express views
thus ensuring a higher degree of safety for its workforce. It is coupled with growth opportunities within the organisation.
working towards increasing its automation level to 90% over The policies are well-documented and disseminated to
the next few years. instill the much-needed trust and transparency among
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Rallis India Limited Statutory Reports
the employees. This also helps the Company in its talent At Rallis India, business excellence is not only about
acquisition and retention processes, thereby building a following the TBEM model, it is about building a continuous
strong and dedicated workforce. culture of excellence across the organisation. The Company
has regularly moved up on the maturity and excellence
As a part of the Tata Group, the Company has well- scale. As per assessment conducted in 2018-19 the Company
designed and documented policies in place that prevent falls under Emerging Industry Leader category. It also denotes
discrimination and harassment. There is a Whistleblower the level of processes that the organisation aims at for
Policy as well as POSH Policy in place to discourage any achieving the desired results.
wrong practices at the workplace.
The Company boosted its excellence journey through an
The Company has adopted the Tata Code of Conduct to intensive internal assessment - ROCK (Ralliites on Continuous
reinforce the core Tata values. The adoption of this Code Karma), encompassing all locations and functions. A group
renews the Company’s commitment to values of excellence of excellence assessors have been developed within the
and leadership. Company, who do their assessment across functions and
locations. Feedback on improvement is shared across
Learning and development and building of talent pool departments and high scoring functions and locations are
continue to be vital areas for ensuring availability of recognised. Over time, the Company has developed around
adequate and competent resource to meet the Company’s 12 external and 40 internal assessors. Recently, the
growth plan. During the year under review, the Company management decided to make the Company a part of its
has strengthened its talent pipeline to around 8% of its total parent Company, Tata Chemical’s integrated assessment
workforce. Various platforms including Development Centre process, which is carried out every two years.
at Tata Management Training Centre (‘TMTC’), GeMS program
In FY 2018-19, the Company implemented the data maturity
for new managers at TMTC, cross functional team, corporate
assessment conducted by Tata Business Excellence Group.
projects, enriching the role, Job rotation, etc. have been
This is aimed at gaining feedback on how it is efficiently
provided as a part of growth plan for these employees. Besides
managing large data and information received from
this, the Company regularly conducts various programmes
internal and external stakeholders and utilising that in the
and workshops to train and upgrade its workforce.
decision-making process.
The RSK workshops impart the Sales & Marketing team with
various modules of RSK programmes and equip them with Rallis India is reputed for its innovation capabilities. In the
latest techniques and concepts. last 168 years of its existence, innovation has played a key
role in the Company’s evolution journey. It relentlessly
Moreover, in order to offer opportunities to the rural youth, the attempts to accomplish innovation across its business model,
Company conducts a novel employment programme focused products, processes and people. It participates in the
on agri-marketing - Tata Rallis Agri Input Training Scheme Group forum ‘Tata Innovista’ each year. In 2018, it submitted
(‘TRAITS’). As a part of continuous learning reinforcement, the 57 innovation entries, of which three were selected for the
Company has developed structured online digital platforms Global round.
for employees to access self-learning and knowledge building
resources. As on 31st March, 2019, the employee strength of In 2018, the Company’s strategic innovation RSK won several
the Company was 1,001 compared to 977 as on 31st March, external recognitions:
2018 (excluding trainees). • IMC MQH (Making Quality Happen) Best Practices
Competition in services category at the RBNQAT.
BUSINESS EXCELLENCE
• Business model innovation by CII at the 6th National
The Company has been constantly working towards
Excellence Practice Competition.
strengthening its operational excellence. It pursues a
culture of continuous improvement and excellence, thus • Outstanding innovation in crop solution at PMFAI-SML
achieving its set goals in an efficient and effective manner. AGCHEM award.
The Company has consistently followed the journey of
excellence under TBEM (Tata Business Excellence Model) Backed by initiatives such as Drishti, the Company is geared
with encouraging results, culminating in winning the up to move to the next level of excellence. Drishti is one
prestigious JRDQV Award in 2011. The TBEM model assesses such digital enabler of the RSK programme, as it empowers
the Company on its processes and results parameters farmers with data and information and helps them take
to identify its level of maturity of improvement. informed decisions.
The Company has an online digital platform for employees to importance, and significant results were achieved regarding
register their innovative ideas. Knowledge sharing is leveraged process control. The Company trained more than 80% of its
through Knowledge Management on the Company’s people in factories based on the DWM principles. Customer-
intranet. To strengthen manufacturing, DWM (Daily Work oriented business strategies, operational efficiencies and
Management), a visual management concept based on their sustainability are aimed at helping the Company make
Statistical Quality Control was implemented in all areas of significant progress on the path of excellence.
602 2012
• CII EXIM
prize
500+ 2011
• JRDQV
Award
553 2008
• CII Exim
Award for
2007 Significant
452 • RBNQA Achievement
Award for
2005 Excellence
• TBEM Series
• TBEM Active
Adoption
Promotion
Award
Award
85
Rallis India Limited Statutory Reports
from 16 Tehsils and 8 districts. The interventions are aimed RUBY (Education Initiative)
towards rejuvenating the existing water bodies and related The Company implements its CSR initiative for education
infrastructure and creating newer water structures and through RUBY (Rallis Ujjwal Bhavishya Yojana). This is aimed
check dams to improve water availability. Successive normal at encouraging children to opt for formal education through
monsoons in the last few years have provided adequate various educational programmes. Its key emphasis is on
support to the initiatives taken up by the Company. improving the quality of education, teachers’ training, support
for infrastructure development in schools and providing
The Jal Dhan project has gone on to recharge water educational aids to deprived students.
bodies with 1,214 million litres of water, thus transforming
the lives of more than 1,53,000 villagers, including over The Company has identified subjects like Science, English
43,000 people from AA community. Having succeeded in the and e-Learning, where students from Government schools
very first year at Lote, the project invoked good response are selected. Mostly these are from Government schools
in drought prone areas of Beed, Marathwada and Vidarbha that lack the required infrastructure and other modern
in Maharashtra. learning tools. The initiative supports the conversion of these
Government schools by providing them with smart boards
The Government of Maharashtra also appreciated the and e-learning materials.
interventions and expressed its willingness to lend
support to these initiatives. In FY 2018-19, the Company In 2019, the Company was engaged with 32 schools from
has signed an MoU with the Government of Maharashtra Gujarat and Maharashtra.
to make 120 villages of Latur Taluka, water stress free
The educational intervention by RUBY resulted in holistic
in 5-8 years time.
development of students and improvement in passing
percentage of students over the years. It has directly benefited
As part of its NRM initiatives, the Company carries
more than 8,600 students, of which 4,700 belonged to
out various measures to conserve soil. The focus is on
the AA community.
‘Greening’, principally through afforestation and tree
plantation drives. More than 80,000 saplings have been
TARA - Women empowerment
planted and sustained in the last five years.
Having started with basic amenities such as water and
Tribal Model Village sanitation, the Company gradually expanded its scope of
CSR intervention under TARA. The key focus is on enhancing
The Company, under its AA programme, works on
livelihood opportunities for tribal and under-privileged
transforming a backward Tribal Village into a Model Tribal women. Various livelihood skills, such as tailoring and
village. This initiative is currently operational across five tribal income generating courses, are imparted to women. During
villages in districts such as Thane, Raigarh and Palghar in FY 2017-18, about 50 women were trained under this
Maharashtra. Most of these tribal villages are deprived of basic initiative. This year, the Company trained another 70 women.
amenities, including access to water and sanitation, besides
livelihood opportunities and government entitlements. INFORMATION AND COMMUNICATIONS
Under the Model village concept, the Company follows a TECHNOLOGY
scientific approach and starts with need assessment involving The Information and Communications Technology
a third party. (ICT) function assumes significance as the Company
pursues digital transformation. In order to derive optimal
Based on the need assessment report, multiple interventions efficiency across various functions and processes, the
are planned and implemented in a time bound manner. Company has aggressively built up its ICT capabilities in
The Company is associated with various Institutions, experts the last few years.
and NGOs such as TISS (Tata Institute of Social Sciences) and
All India Institute of Local Self Governance to sustain the The Company has strengthened its core ERP and BW
projects in the long run. systems further with more upgrades and enhancements.
It has developed several reports to support business guidelines and statutory compliances. It also recommends
decisions and implemented the geo-spatial analytics improvements for monitoring and enhancing efficiency of
system – DRISHTI. operations and ensuring reliability of financial and operational
information. The Audit Committee monitors and reviews
INTERNAL CONTROLS SYSTEMS AND ADEQUACY significant internal audit observations, compliance with
The Company possesses a suitable mechanism for internal accounting standards, risk management and control systems
controls. It follows a well-designed documentation system for and profitability.
policies and procedures covering all financial and operating
functions. These controls have been developed and designed The Company has engaged Chartered Accountancy firms
in a manner to properly maintain accounting records for M/s Ernst & Young (EY) and M/s Mahajan & Aibara (MA) for
ensuring reliability of financial reporting, monitoring of conducting internal audit reviews. They conduct opening
operations, protecting assets from unauthorised use or meeting with the auditees, understand processes, roll-out
losses and compliance with regulations. The Company has the scope and terms of reference, identify control gaps and
digitalised all key process controls through the ERP systems suggest remediation plans. EY and MA’s engagement also
to maximise automated control transactions. The auditor included review of existing design, tests of Internal Controls
verifies IT-enabled controls as part of the review of functions over Financial Reporting controls (ICFR) for scope in audit
and processes as part of the Internal Audit function. areas and for other key processes/functions to support/
enable the process of CEO-CFO certification and Director’s
The Company has an Audit Committee Charter which certification under Section 134 of the Companies Act, 2013.
defines the scope of work, requirements, accountability,
independence and reporting responsibilities of the Internal CAUTIONARY STATEMENTS
Audit Function. This is headed by ‘Head – Internal Audit’ who Statements in the Management Discussion and Analysis
reports functionally to the Chairman of the Audit Committee describing the Company’s and its direct and indirect subsidiaries’
and administratively to the Managing Director & CEO. The objectives, projections, estimates and expectations may be
Head – Internal Audit also undertakes the responsibility of “forward looking statements” within the meaning of applicable
Internal Audit, Risk Management and Ethics Functions. laws and regulations. Actual results could differ materially from
those expressed or implied. Important factors that could make a
At the start of the fiscal year, the Audit Committee of the difference to the Company’s operations include among others,
Board approves a risk-based internal audit plan, based climatic conditions, economic conditions affecting demand/
on which the internal audit reviews are conducted. The supply and price conditions in the domestic and overseas
Annual Audit Plan is aligned with the major risks identified markets in which the Company operates, changes in the
by the businesses. The scope of audits comprises review Government regulations, tax laws and other statutes and other
and reporting on key process risks, adherence to operating incidental factors.
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Rallis India Limited Statutory Reports
None of the Directors on the Board is a Member of Further, none of the Independent Directors (‘ID’) served
more than 10 Committees and Chairperson of more as ID in more than 7 listed companies. The Managing
than 5 Committees (Committees being Audit Directors did not serve as an Independent Director in
Committee and Stakeholders Relationship Committee, any listed company.
as per Regulation 26(1) of the Listing Regulations),
across all public companies in which he/she is a Director. Category and Attendance of Directors
The necessary disclosures regarding committee
The composition and categories of Directors
positions have been made by all the Directors. as on 31st March, 2019 as also the number of
Directorships/Chairpersonships and Committee
None of the Directors hold office in more than 20 positions held by them in other public limited
companies and in more than 10 public companies as companies and the names of the listed entities where
prescribed under Section 165(1) of the Act. No Director they hold Directorship and the category of such
holds Directorships in more than 8 listed companies. Directorship are given below:
Sr. No. Name of the Director No. of Directorships No. of committee Directorship in other listed entities
in other public limited positions in
companies* other public limited
companies**
Chairperson Member Chairperson Member Name of the Listed entity Category of
(including debt listed) Directorship
Non-Independent, Non-Executive Directors
1. Mr. Bhaskar Bhat 3 4 - 4 Titan Company Limited MD
(Chairman) Tata Chemicals Limited NINED
DIN: 00148778 Trent Limited NINED
Bosch Limited ID
2. Mr. John Mulhall - - - - - -
DIN: 08101474
Independent, Non-Executive Directors
3. Mr. Prakash R. Rastogi - 1 - - Ishita Drugs & Industries Limited ID
DIN: 00110862
4. Dr. Y. S. P Thorat - 3 - 1 Tata Chemicals Limited ID
DIN: 00135258 Britannia Industries Limited ID
Bombay Burmah Trading ID
Corporation Limited
5. Dr. Punita Kumar-Sinha - 8 1 6 Sobha Limited ID
DIN: 05229262 Bharat Financial Inclusion Limited ID
SREI Infrastructure Finance Limited ID
JSW Steel Limited ID
Infosys Limited ID
6. Dr. C. V. Natraj - 1 - 1 - -
DIN: 07132764
7. Ms. Padmini Khare Kaicker - 4 3 1 Tata Chemicals Limited ID
DIN: 00296388 Tata Cleantech Capital Limited ID
Kotak Mahindra Investments Limited ID
Non-Independent, Executive Directors (Managing Director & CEO)
8. Mr. V. Shankar@ 3 - - - - -
DIN: 01385240
9. Mr. R. Mukundan# - 3 - 1 Tata Chemicals Limited MD & CEO
DIN: 00778253
MD & CEO – Managing Director & Chief Executive Officer; ID – Independent Director, NINED – Non-Independent, Non-Executive Director
* E xcludes Directorships/Chairpersonships in Associations, Private Limited Companies, Foreign Companies, Government Bodies, Companies registered under
Section 8 of the Act and Alternate Directorships.
** Only Audit Committee and Stakeholders Relationship Committee of Indian Public Companies have been considered for committee positions.
@ Mr. V. Shankar ceased to be the Managing Director & CEO with effect from 31st March, 2019.
# With effect from 3rd December, 2018, Mr. R. Mukundan, Non-Executive Director, was appointed as Managing Director & CEO of the Company. Further,
consequent to the appointment of Mr. Sanjiv Lal (DIN: 08376952) as Managing Director & CEO effective 1st April, 2019, Mr. Mukundan stepped down as the
Managing Director & CEO with effect from 31st March, 2019. However, he continues as a Non-Executive Director on the Board of the Company.
The Seventieth (70th) Annual General Meeting (‘AGM’) of the Company for the Financial Year (‘FY’) 2017-18 was held on
2nd July, 2018. All the Directors of the Company were present at the 70th AGM.
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Rallis India Limited Statutory Reports
The Company held 8 Board Meetings during FY 2018-19 and the gap between two meetings did not exceed 120 days.
The details of Meetings attended by the Directors during the year are given below:
Shareholding of Directors as on 31st March, 2019: the Company, EHS (Environment, Health and Safety)
Dr. C. V. Natraj holds 4,831 (0.002%) Equity Shares of performance, people, process matters, minutes of Board
the Company. No other Director holds any shares in the Meetings of subsidiaries and minutes of meetings of
Company. The Company has not issued any convertible Committees of the Board. In addition, the Board is kept
instruments. informed of all major events, including information
listed under Part A of Schedule II to the Listing
Board Procedure Regulations. Based on the agenda, members of the
senior leadership are invited to attend the Board
The annual calendar of Board and Committee Meetings
Meetings, which brings in requisite accountability and
is agreed upon at the beginning of the year. The agenda
provides developmental inputs.
is circulated well in advance to the Board/Committee
members along with comprehensive background
Code of Conduct
information on the items in the agenda to enable the
Board and Committees to arrive at appropriate decisions. The Company has adopted the Tata Code of Conduct
The agenda and related information is circulated for all its employees, including the
Managing Director which is available on the
through a highly secure web based application, which
website of the Company at http://www.rallis.
can be accessed electronically. This has reduced paper
co.in/TCOC.htm.
consumption, thereby enhancing the sustainability
efforts of the Company. Video conferencing facility is The Board has also adopted a Code of Conduct for the Non-
provided to facilitate Directors who are unable to attend Executive Directors of the Company, which incorporates
the meeting in person. the duties of Independent Directors as laid
down in Schedule IV to the Act which is
At Board Meetings, the Managing Director & CEO available on the website of the Company at
apprises the Board on the overall performance of http://www.rallis.co.in/COCNE.htm.
the Company. The Board also, inter alia, reviews the
strategy, annual business plan and capital expenditure All Board members and Senior Management
budgets, quarterly, half-yearly and annual financial Personnel (as per Regulation 26(3) of the Listing
results, compliance reports on all laws applicable to Regulations) have affirmed compliance with the
applicable Code of Conduct. A declaration to this effect, management and the Board that is necessary for
signed by the Managing Director & CEO forms part of the Board to effectively and reasonably perform its
this Report. duties.
Apart from receiving remuneration that they are All the Independent Directors attended the meeting
entitled to under the Act as Non-Executive Directors held on 26th April, 2018. Dr. C. V. Natraj chaired
and reimbursement of expenses incurred the meeting.
in the discharge of their duties, none of the
Non-Executive Directors has any other material
Familiarization Programme for Independent
pecuniary relationship or transactions with the Directors
Company, its Promoters, its Directors, its Senior The Company has an orientation programme upon
Management or its subsidiaries and associates. induction of new Directors, as well as other initiatives to
update Directors on a continuous basis.
Senior Management of the Company have made
disclosures to the Board confirming that there The Company also has an ongoing familiarization
are no material financial and/or commercial programme for its Independent Directors, with the
transactions between them and the Company objective of familiarizing them with the Company,
that could have potential conflict of interest with the its operations and business model, nature of the
Company at large. industry and environment in which it operates,
the regulatory environment applicable to it, the
Independent Directors CSR projects undertaken by the Company and
All Independent Directors of the Company have been also the roles, rights and responsibilities of
appointed as per the provisions of the Act and Listing Independent Directors.
Regulations. Formal letters of appointment have been
issued to Independent Directors. The terms
During the year under review, certain Directors
and conditions of their appointment are including Independent Directors visited the Rallis
disclosed on the Company’s website at Innovation & Chemistry Hub (RICH) at Bengaluru and
http://www.rallis.co.in/TCAID.htm. met the leadership team there. Further, certain Directors
also visited the Rallis Jal Dhan site located at Latur,
The Board of Directors confirm that the Independent Maharashtra as a part of CSR activity.
Directors fulfill the conditions specified in the Act
and Listing Regulations and are independent of
Details of familiarization programmes
management. imparted to Independent Directors are
available on the Company’s website at
Separate Meeting of Independent Directors http://www.rallis.co.in/DFPID.htm.
A separate meeting of Independent Directors of the
Appointment/Re-appointment of Directors
Company was held on 26th April, 2018 as required under
Schedule IV to the Act (Code for Independent Directors) As required under Regulations 26(4) and 36(3) of
and Regulation 25 (3) of the Listing Regulations. At the the Listing Regulations and Secretarial Standard - 2,
Meeting, the Independent Directors: particulars of the Directors seeking appointment/
re-appointment are given in the Explanatory Statement
• Reviewed the performance of Non-Independent to the Notice of the AGM.
Directors and the Board as a whole;
Skills, Expertise and Competencies of the Board
• Reviewed the performance of the Chairman of the
The Board of Directors has, based on the
Company, taking into account the views of the
recommendations of the Nomination and Remuneration
Managing Director and Non-Executive Directors;
Committee (‘NRC’), identified the following core skills/
and
expertise/competencies of Directors as required in
•
Assessed the quality, quantity and timeliness the context of business of the Company for its
of flow of information between the Company effective functioning:
91
Rallis India Limited Statutory Reports
Industry experience including its entire value chain and indepth experience
in corporate strategy and planning
Expertise in the field of science and technology given the Company’s focus
on research and innovation as well as knowledge in the field of Information
Skills, Technology and digitalisation
expertise and
competencies Experience in finance, tax, risk management, legal, compliance and corporate
governance
The Board as a whole possesses the identified skills, expertise and competencies as are required in the context of business
of the Company.
Board and Director evaluation and criteria for The NRC has defined the evaluation criteria, procedure
evaluation and time schedule for the Performance Evaluation
During the year, the Board has carried out an annual process for the Board, its Committees and Directors. The
evaluation of its own performance, performance of criteria for Evaluation of Board, Individual Directors and
the Directors, as well as the evaluation of the working Committees include, inter alia, the following:
of its Committees.
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Rallis India Limited Statutory Reports
The Audit Committee has been given the powers Meetings. The minutes of each Audit Committee
prescribed under Regulation 18(2)(c) of the Listing Meeting are placed at the next meeting of the Board.
Regulations.
The meetings of the Audit Committee are usually
Meetings Held attended by the Managing Director & CEO, the Chief
During the year under review, 6 meetings of the Financial Officer, the Head of Internal Audit and a
Audit Committee were held on 26th April, 2018; representative of the Statutory Auditors. The Business
17th July, 2018; 28th August, 2018; 23rd October, 2018; and Operation Heads are invited to the Meetings,
17th January, 2019 and 18th March, 2019. when required. The Company Secretary acts as
the Secretary to the Committee. Occasionally, the
Composition and Attendance during the year Audit Committee also meets without the presence
of any Executives of the Company. The Chairperson
The Audit Committee of the Company is constituted in
accordance with the provisions of Regulation 18 of the periodically has one-on-one meetings with the
Listing Regulations and the provisions of Section 177 of Head of Internal Audit and the Statutory Auditors to
the Act. All members of the Committee are financially discuss key concerns.
literate with Ms. Padmini Khare Kaicker, Chairperson,
having the relevant accounting and financial Ms. Padmini Khare Kaicker, Chairperson of the Audit
management expertise. Committee, was present at the AGM of the Company
held on 2nd July, 2018.
The composition of the Audit Committee and the
details of Meetings attended by the Members during 4. NOMINATION AND REMUNERATION
the year are given below: COMMITTEE
Terms of reference
Name of the Member Category No. of Attendance
meetings (%) The Nomination and Remuneration Committee (‘NRC’)
attended functions in accordance with Section 178 of the Act,
Ms. Padmini Khare ID 6 100 Regulation 19 of the Listing Regulations and its Charter
Kaicker, Chairperson adopted by the Board. The terms of reference of the
Mr. Prakash R. Rastogi ID 6 100 NRC includes:
Dr. Y. S. P. Thorat ID 5 100 •
Recommend to the Board the setup and
(ceased w.e.f. composition of the Board, including formulation of
17th January, 2019)
the criteria for determining qualifications, positive
Dr. C. V. Natraj ID 1 100
attributes and independence of a Director.
(appointed w.e.f.
17th January, 2019) • Periodical review of composition of the Board with
Mr. John Mulhall NINED 1 100 the objective of achieving an optimum balance of
(appointed w.e.f. size, skills, independence, knowledge, age, gender
17th January, 2019) and experience.
ID – Independent Director; NINED – Non-Independent, • Support the Board in matters related to the setup,
Non-Executive Director review and refresh of the Committees.
The gap between two Audit Committee Meetings did • Devise a policy on Board diversity.
not exceed 120 days. Necessary quorum was present at • Recommend to the Board the appointment or
the above Meetings. reappointment of Directors.
• Recommend to the Board how the Company will
During the year, the Audit Committee reviewed key audit vote on resolutions for appointment of Directors
findings covering operational, financial and compliance on the Boards of its material subsidiaries.
areas, internal financial controls and financial reporting
systems, related party transactions, functioning of the • Recommend to the Board, the appointment of Key
Whistleblower mechanism and implementation of the Managerial Personnel (KMP) and executive team
Tata Code of Conduct for Prevention of Insider Trading members.
and the Code of Corporate Disclosure Practices. The •
Carry out the evaluation of every Director’s
Chairperson of the Committee briefs the Board about performance and support the Board and
the significant discussions at the Audit Committee Independent Directors in the evaluation of the
performance of the Board, its Committees and Composition and Attendance during the year
individual Directors, including formulation of
The NRC is constituted in accordance with the
criteria for evaluation of Independent Directors provisions of Regulation 19 of the Listing Regulations
and the Board. and the provisions of Section 178 (1) of the Act.
The composition of the NRC and the details of
• Oversee the performance review process for the Meetings attended by the Members during the year are
KMP and executive team with the view that there given below:
is an appropriate cascading of goals and targets
across the Company. Name of the Member Category No. of Attendance
meetings (%)
attended
•
Recommend the Remuneration Policy for
Dr. C. V. Natraj, Chairman ID 6 100
the Directors, KMP, executive team and other
Mr. Bhaskar Bhat NINED 6 100
employees.
Mr. Prakash R. Rastogi ID 6 100
• On an annual basis, recommend to the Board
Mr. R. Mukundan* NINED 3 100
the remuneration payable to Directors, KMP and
ID – Independent Director; NINED – Non-Independent,
executive team of the Company. Non-Executive Director
•
Review matters related to remuneration and *
Consequent to the appointment of Mr. R. Mukundan as
Managing Director & CEO w.e.f. 3rd December, 2018, he ceased
benefits payable upon retirement and severance
to be a member of NRC.
to MD/EDs, KMP and executive team.
Dr. C. V. Natraj, Chairman of the NRC, was present at the
• Review matters related to voluntary retirement AGM of the Company held on 2nd July, 2018.
and early separation schemes for the Company.
Remuneration of Directors
• Provide guidelines for remuneration of Directors
on material subsidiaries.
The Company’s Remuneration Policy is aligned
with its philosophy for payment of remuneration to
• Recommend to the Board how the Company Directors, KMPs and all other employees, based on
will vote on resolutions for remuneration of the commitment of fostering a culture of leadership
Directors on the Boards of its material with trust.
subsidiaries.
Details of remuneration for FY 2018-19
• Assist the Board in fulfilling its corporate governance Managing Director & CEO:
responsibilities relating to remuneration of the The Company pays remuneration by way of salary,
Board, KMP and executive team members. benefits, perquisites and allowances (fixed component)
and commission (variable component) to its Managing
• Oversee familiarisation programmes for Directors. Director & CEO. Annual increments are recommended
by the NRC within the salary scale approved by the
• Review HR and People strategy and its alignment Members and are effective 1st April each year. The NRC
with the business strategy periodically, or when a recommends commission payable to the Managing
change is made to either. Director & CEO out of the profits for the financial
year within the overall ceilings stipulated in the Act.
• Review the efficacy of HR practices, including
Specific amount payable as commission is based on
those for leadership development, rewards and
the performance criteria laid down by the Board which
recognition, talent management and succession broadly takes into account the profits earned by the
planning. Company for the year and performance of the individual.
• Perform other activities related to the charter as Mr. V. Shankar
requested by the Board from time to time.
The aggregate value of salary, perquisites, commission
and retirement benefits paid to Mr. V. Shankar,
Meetings Held Managing Director & CEO, during FY 2018-19 is
During the year under review, 6 meetings of the NRC ₹ 4,87,42,499 comprising:
were held on 26th April, 2018; 21st August, 2018; Salary : ₹ 79,68,000
3rd December, 2018; 17th January, 2019; 5th February, Perquisites and : ₹ 1,44,85,432
2019 and 18th March, 2019. allowances
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Rallis India Limited Statutory Reports
Mr. R. Mukundan was appointed as Managing Dr. Punita Kumar- 2,20,000 19,70,000 20,00,000
Director & CEO with effect from 3rd December, 2018 Sinha
to 31st March, 2021. However, he has stepped down
as Managing Director & CEO of the Company with Dr. C. V. Natraj 3,40,000 28,05,000 25,00,000
effect from 31st March, 2019 consequent to the
Ms. Padmini Khare 3,00,000 32,60,000 28,00,000
appointment of Mr. Sanjiv Lal as Managing Director & Kaicker
CEO. During his tenure as Managing Director & CEO,
Mr. Mukundan has not drawn any remuneration. Mr. John Mulhall ** ** **
either any severance fees was paid nor any stock
N
Mr. R. Mukundan ** ** **
options were granted to Mr. Shankar and Mr. Mukundan.
Total 20,00,000 1,40,95,000 1,31,00,000
Non-Executive Directors:
The Company paid sitting fees of ₹20,000 per meeting * In line with the internal guidelines, no payment is made towards
to the Non-Executive Directors for attending meetings commission to Mr. Bhaskar Bhat, Non-Executive Director of
of the Board, Executive Committee of the Board, Audit the Company, who is in full-time employment with other
Committee, NRC, Corporate Social Responsibility Tata company.
Committee and Risk Management Committee; and
₹ 10,000 per meeting for attending the meetings of the ** Mr. R. Mukundan and Mr. John Mulhall are in whole-time
employment of Tata Chemicals Limited, the holding company,
Stakeholders Relationship Committee. ₹ 20,000 was also
and draw remuneration from it.
paid as sitting fees to the Independent Directors who
attended the Meeting of the Independent Directors. Retirement Policy for Directors
As per the Company's policy, Managing and Executive
In terms of the Members’ approval obtained at the AGM
Directors retire at the age of 65 years, Non-Independent
of the Company held on 2nd July, 2018, commission
Non-Executive Directors retire at the age of 70 years and
is paid to Non-Executive Directors, as applicable, at a
the retirement age for Independent Directors is 75 years.
rate not exceeding 1% per annum of the profits of the
Company, computed in accordance with the provisions
5. STAKEHOLDERS RELATIONSHIP COMMITTEE
of the Act. The distribution of commission among
the Non-Executive Directors is recommended by the Terms of reference
NRC and approved by the Board. The commission is The Stakeholders Relationship Committee ('SRC') looks
distributed on the basis of their attendance and into various aspects of interest of shareholders.
•
Oversee compliances in respect of dividend Mr. V. Shankar MD & 2 100
payments and transfer of unclaimed amounts to (ceased w.e.f. CEO
the Investor Education and Protection Fund. 17th January, 2019)
• Review the various measures and initiatives taken Note: Mr. Sanjiv Lal, MD & CEO was appointed as a member
by the Company for reducing the quantum of of SRC in place of Mr. R. Mukundan w.e.f. 1st April, 2019.
unclaimed dividends and ensuring timely receipt
of dividend warrants/annual reports/statutory Dr. Punita Kumar-Sinha, Chairperson of the SRC, was
notices by the shareholders of the Company. present at the AGM held on 2nd July, 2018.
• Oversee and review all matters related to the Name, designation and address of Compliance
transfer of securities of the Company. Officer
97
Rallis India Limited Statutory Reports
Complaints pending as on : 0
Name of the Category No. of Attendance
1st April, 2018 Member meetings (%)
Received during the year : 4 attended
• Monitor the Company’s CSR Policy periodically. Note: Mr. Sanjiv Lal, MD & CEO was appointed as a
member of CSR Committee w.e.f. 1st April, 2019.
• Oversee the Company’s conduct with regard
to its Corporate and societal obligations and its 7. RISK MANAGEMENT COMMITTEE
reputation as a responsible corporate citizen.
Regulation 21 of the Listing Regulations mandates
• Oversee activities impacting the quality of life of top 100 listed entities, determined on the basis of
various stakeholders. market capitalization as at the end of the immediate
previous financial year, to constitute a Risk Management
• Monitor the CSR Policy and expenditure of material Committee (‘RMC’). Although not mandatory for the
subsidiaries.
Company for the year 2018-19, the Company has
• Attend to such other matters and functions as may constituted a RMC of the Board.
be prescribed from time to time.
Terms of reference
The Board has adopted the CSR Policy as formulated During the year under review, the terms of reference of
and recommended by the Committee. The same RMC were amended to align the role of the Committee
is displayed on the website of the Company at with amendments to the Listing Regulations. The terms
http://www.rallis.co.in/CSR_Policy.htm. of reference of the RMC includes:
The Annual Report on CSR activities for the
• Approve the Risk Management Policy and plan
year 2018-19 forms a part of the Board’s
integration through training and awareness
Report.
programmes.
• To approve major decisions affecting the risk profile The Company has a well-defined risk management
or exposure and give appropriate directions. framework in place. The risk management framework of
• To consider the effectiveness of decision making the Company is given in detail in the Board’s Report.
process in crisis and emergency situations.
8. EXECUTIVE COMMITTEE OF THE BOARD
• Balance risks and opportunities.
The Executive Committee of the Board (ECOB) is
• Generally, assist the Board in the execution of its
responsible for reviewing certain matters before
responsibility for the governance of risk.
presenting to the Board, items such as business and
• Attend to such other matters and functions as may strategy review, long-term financial projections and
be prescribed from time to time.
cash flows, capital and revenue budgets, acquisitions,
divestments and business restructuring proposals.
Meetings Held
The Committee is also responsible for advising the
During the year under review, 4 meetings of the management on development of business plans and
RMC were held on 23rd April, 2018; 21st June, 2018; future strategies for the Company.
11th December, 2018 and 18th March, 2019.
Meetings Held
Composition and Attendance during the year
During the year under review, 1 meeting of the ECOB
The composition of the RMC and the details of the
was held on 25th April, 2018.
Meetings attended by the Members during the year are
given below:
The composition of the ECOB and the details of the Meetings
Name of the Category No. of Attendance attended by the Members during the year are given below:
Member meetings (%)
attended
Name of the Member No. of meetings
Dr. C. V. Natraj, ID 1 100 attended
Chairman
(appointed w.e.f. Mr. Bhaskar Bhat, Chairman 1
from 17th January, Mr. Prakash R. Rastogi 1
2019) Mr. R. Mukundan 1
Dr. Y. S. P Thorat* ID 3 100 Dr. Punita Kumar-Sinha 1
Mr. V. Shankar MD & 3 100 Mr. V. Shankar 1
(ceased w.e.f. from CEO
17th January, 2019) The Committee has been dissolved with effect from
Ms. Padmini Khare ID 1 100 17th January, 2019.
Kaicker
(appointed w.e.f. 9. SUBSIDIARY COMPANIES
from 17th January,
2019) Regulation 16(1)(c) of the Listing Regulations defines
Mr. John Mulhall NINED 1 100 a material subsidiary as a subsidiary, whose income
(appointed w.e.f. or net worth exceeds 20% of the consolidated income
from 17th January, or net worth respectively, of the listed entity and its
2019)
subsidiaries in the immediately preceding accounting
MD & CEO – Managing Director & Chief Executive Officer; year. During the year under review, the Company did not
ID – Independent Director, NINED – Non-Independent, have any unlisted material subsidiary incorporated in
Non-Executive Director India and was therefore, not required to have
* Dr. Y. S. P. Thorat ceased to be the Chairman and Member of an Independent Director of the Company on
RMC w.e.f. 17th January, 2019. He was present at the AGM of the the Board of such subsidiary, under Regulation
Company held on 2nd July, 2018. 24 of the Listing Regulations. However, two
Note: Mr. Sanjiv Lal, MD & CEO, was appointed as a Independent Directors of the Company, viz.
member of the RMC w.e.f. 1st April, 2019. Dr. Punita Kumar-Sinha and Dr. C. V. Natraj are appointed
as Independent Directors on the Board of its subsidiary,
The Chief Financial Officer and Head - Internal Audit are Metahelix Life Sciences Limited.
permanent invitees to the meeting of RMC. Business
and Operation Heads are invited to the Meetings when
The Company’s Audit Committee reviews the
required. The Company Secretary acts as the Secretary consolidated financial statements of the Company as
to the Committee. well as the financial statements of the subsidiaries,
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Rallis India Limited Statutory Reports
including the investments made by the subsidiaries. The olicy on Material Subsidiaries: The Company has
P
minutes of the Board Meetings, along with a report of adopted a Policy on Material Subsidiaries
the significant transactions and arrangements of the and the same is displayed on the Company’s
unlisted subsidiaries of the Company are periodically website at the weblink: http://www.rallis.
placed before the Board of Directors of the Company. co.in/Material_SubsidiariesPolicy.htm
10. GENERAL BODY MEETINGS tatutory Compliance, Penalties and Strictures: The
S
Location, date and time of AGMs held during the Company is in compliance with the requirements of
last 3 years and special resolutions passed: the Stock Exchanges, SEBI and Statutory Authorities on
all matters related to the capital markets. No penalty
Day, Date Location Special or strictures were imposed on the Company by these
and Time Resolutions authorities during the last three years.
Monday, 2nd July, Walchand Hirachand There was
2018 at 3.00 pm Hall, 4th Floor, Indian no matter CEO/CFO Certification: The Managing Director &
Merchants’ Chamber that required CEO and the Chief Financial Officer have certified to
Friday, 23rd June,
Building, IMC Marg, passing the Board in accordance with Regulation 17(8) read
2017 at 3.00 pm
Churchgate, Mumbai of Special with Part B of Schedule II to the Listing Regulations
Friday, 24th June, - 400 020. Resolution.
pertaining to CEO/ CFO certification for the financial year
2016 at 3.00 pm
ended 31st March, 2019.
All resolutions moved at the last AGM were passed Whistleblower Policy and Vigil Mechanism: The
by the requisite majority of shareholders. Company has adopted a Whistleblower Policy, to
provide a formal vigil mechanism to the Directors and
No Extra Ordinary General Meeting of the shareholders
employees to report their concerns about unethical
was held during the year. During the year under review,
behaviour, actual or suspected fraud or violation of the
no resolution was put through by Postal Ballot. Further,
Company’s Code of Conduct or Ethics Policy. The Policy
no special resolution is being proposed to be passed
provides for adequate safeguards against victimization of
through Postal Ballot.
employees who avail of the mechanism and also provides
for direct access to the Chairperson of the Audit Committee.
11. DISCLOSURES
During the year under review, the Company amended
Related Party Transactions: During the year under
the Whistleblower Policy to provide a clause wherein
review, there were no materially significant related all employees of the Company are eligible to report any
party transactions i.e. transactions of the Company of instance of leak of Unpublished Price Sensitive Information.
material nature, with its promoters, their subsidiaries, It is affirmed that no personnel of the Company has been
the Directors, the KMP, the management or relatives or denied access to the Audit Committee.
other designated persons, that may have a potential The policy is available on the website of
conflict with the interests of the Company at large. the company at http://www.rallis.co.in/
Declarations have been received from the Senior WBPolicy.htm.
Management Personnel to this effect.
Code of Conduct for Prevention of Insider
All related party transactions entered into during the Trading: The Company has adopted the Tata Code of
year were on arms’ length basis, in the ordinary course Conduct for Prevention of Insider Trading under the
of business and were in compliance with the applicable SEBI (Prohibition of Insider Trading) Regulations,
provisions of the Act and Listing Regulations. The 2015 (‘Code’). The Code lays down guidelines
Company has adopted a Related Party Transactions for procedures to be followed and disclosures to
Policy which is in line with the amendments to the be made by insiders while trading in the securities
Act and the Listing Regulations and the of the Company.
same is displayed on the Company’s
website at: http://www.rallis.co.in/Related_
Mr. Ashish Mehta, Chief Financial Officer ('CFO')
Party_TransactionsPolicy.htm is the Compliance Officer for ensuring compliance
with and for the effective implementation of the Prevention, prohibition and redressal of sexual
Regulations and the Code across the Company. harassment at workplace: Status of complaints in
relation to Sexual Harassment of Women at Workplace
The Company has also adopted a Code of Corporate (Prevention, Prohibition, and Redressal) Act, 2013 for the
Disclosure Practices for ensuring timely and FY 2018-19 is as follows:
adequate disclosure of Unpublished Price Sensitive
Information ('UPSI') by the Company to enable the Number of complaints filed during the :1
financial year
investor community to take informed investment
decisions with regard to the Company’s shares. Number of complaints disposed of :1
The CFO has been designated as the Chief Investor during the financial year
Relations Officer to ensure timely, adequate, Number of complaints pending as on :0
uniform and universal dissemination of information end of the financial year
and disclosure of UPSI.
Compliance with mandatory and non-mandatory
During the year under review, both the above Codes requirements of Listing Regulations: The Company
were amended to align them with the amendments to has complied with all mandatory and non-mandatory
SEBI (Prohibition of Insider Trading) Regulations, 2015. requirements of the Listing Regulations relating to
Corporate Governance and also complied with Clauses
As per the revised Code, the Company has also adopted
(b) to (i) of Regulation 46 (2) relating to dissemination of
Policy on Enquiry in case of leak or suspected leak of UPSI
information on the website of the Company. The status
and Policy for Determination of Legitimate Purposes.
of compliance with the non-mandatory requirements
The Code of Corporate Disclosure Practices along with
listed in Part E of Schedule II of the Listing Regulations
the Policy for Determination of Legitimate
is as under:
Purposes is also available on the website
of the Company at http://www.rallis.co.in/
• The Non-Executive Chairman maintains a separate
office for which the Company is not required to
CCDC.htm.
reimburse expenses.
ccounting
A treatment in preparation of • Half yearly financial performance of the Company
Financial Statements: The Financial Statements is sent to all shareholders.
have been prepared in accordance with Indian • The financial statements of the Company are with
Accounting Standards (Ind AS) as per the Companies unmodified audit opinion.
(Indian Accounting Standards) Rules, 2015 notified • The Chairman of the Board is a Non-Executive
under Section 133 and other relevant provisions Director and his position is separate from that of
of the Act. the Managing Director & CEO.
•
The Internal Auditor reports to the Audit
Details of utilisation of funds: The Company has not
Committee.
raised any funds through preferential allotment or
qualified institutions placement. 12. MEANS OF COMMUNICATION
i) The quarterly and the half yearly results published
Confirmation by the Board of Directors regarding
in the format prescribed by the Listing Regulations
acceptance of recommendation of all Committees:
read with the Circular issued thereunder are
In terms of the amendments made to the Listing approved and taken on record by the Board of
Regulations, the Board of Directors confirm that during Directors of the Company within one month of
the year, it has accepted all recommendations received the close of the relevant quarter/half year. The
from all its Committees. approved results are forthwith uploaded on the
designated portals of the Stock Exchanges where
Fees paid to Statutory Auditor: A total fee of ` 1.13 the Company’s shares are listed viz., NSE Electronic
crores was paid by the Company and its subsidiaries, on Application Processing System (NEAPS) of the
a consolidated basis, for all services to B S R & Co. LLP, National Stock Exchange of India Limited (NSE)
Statutory Auditors and all entities in the network firm/ and BSE Online Portal of BSE Limited (BSE). The
network entity of which they are part. results are also published within 48 hours in Hindu
101
Rallis India Limited Statutory Reports
Business Line (in English) and Mumbai Lakshadweep transfered to the IEPF accounts. Circulars are also
(in Marathi) and also displayed on the Company’s sent periodically to shareholders urging them to
website www.rallis.co.in. opt for the electronic mode for receiving dividends.
ii) The Company publishes the audited annual results viii)
The Company has uploaded the names of the
within the stipulated period of sixty days from the members and the details of the unclaimed dividend
close of the financial year as required by the Listing
by the members on its website. The members can
Regulations. The annual audited results are also
log in and find out whether their dividend for any
uploaded on NEAPS and BSE Online Portal of NSE
of the years is outstanding.
and BSE respectively, published in the newspapers
and displayed on the Company’s website.
ix) Letters and Reminders to Shareholders
iii) The Company periodically meets or has conference - Updation of PAN and Bank details:
calls with institutional investors and analysts.
Official news releases and presentations made to Pursuant to circular issued by SEBI on 20th
institutional investors and analysts are uploaded April, 2018, the Company had sent letters
on NEAPS and BSE Online Portal of NSE and BSE and reminders to shareholders holding
respectively and posted on the Company’s website. shares in physical form for updation of
PAN and Bank account details with the
iv) Comprehensive information about the Company, Company/its RTA.
its business and operations and press releases
can be viewed on the Company’s website. The - Dematerialisation of shares:
“Investor Relations” section on the website gives
information relating to financial results, annual The Securities and Exchange Board of India
reports, shareholding pattern and presentations also issued Circulars during the year thereby
made to analysts and at the AGM. Information mandating transfer of securities only in
about unclaimed dividends and details of Equity electronic form effective 1st April, 2019.
Shares required to be transferred to the IEPF Demat
Pursuant thereto, the Company sent letters and
account are also available in this section.
reminders to those shareholders holding shares
Members also have the facility of raising their in physical form advising them to dematerialise
queries/complaints through the Shareholder their holding.
Query Form available under “Investor Information”
x)
Management Discussion and Analysis Report
in the “Investor Relations” section of the website.
forms a part of the Annual Report.
v) The quarterly Shareholding Pattern and Corporate
Governance Report of the Company are filed with 13. GENERAL SHAREHOLDER INFORMATION
NSE through NEAPS and with BSE through BSE The Company is registered with the Registrar of
Online Portal. The Shareholding Pattern is also Companies, Maharashtra, Mumbai. The Corporate
displayed on the Company’s website under the Identity Number (CIN) allotted to the Company
“Investor Relations” section. by the Ministry of Corporate Affairs (MCA) is
L36992MH1948PLC014083.
vi)
Material events or information as detailed in
Regulation 30 of the Listing Regulations are
Annual General Meeting date, time and venue:
disclosed to the Stock Exchanges by filing them
with NSE through NEAPS and with BSE through Friday, 28th June, 2019 at 3.00 pm at Walchand
BSE Online Portal. They are also displayed on the Hirachand Hall, 4th Floor, Indian Merchants’ Chamber
Company’s website under the “Investor Relations” Building, IMC Marg, Churchgate, Mumbai - 400 020.
section.
Financial Calendar : April to March
vii)
The Company sends an annual reminder to Date of book closure : 21st June, 2019 to 28th June,
shareholders who have not claimed their dividends. 2019 (both days inclusive)
Reminder letters are also sent to those shareholder
whose Unclaimed Dividend/Share are liable to be Dividend payment date : on or after 2nd July, 2019
Listing on Stock : The Company’s Equity Shares The Company has paid the listing fees to these Stock
Exchanges are listed on the following Exchanges for the FY 2018-19 and FY 2019-20.
Stock Exchanges:
BSE Stock Code on BSE : 500355
Phiroze Jeejeebhoy Towers Stock Code on NSE : RALLIS EQ
Dalal Street Mumbai - 400 051
NSE Demat International : INE613A01020
Exchange Plaza, Plot No. C/1, Security Identification
G Block, Bandra-Kurla Complex Number (ISIN) in NSDL
Bandra (E) Mumbai - 400 001 and CDSL for Equity Shares
Market Information:
Market price data: High/low, number, value of shares traded and numbers of trades during each month of FY 2018-19:
High Low No. of Value of No. of High Low No. of Value of No. of
(`) (`) Shares Shares Trades (`) (`) Shares Shares Trades
Traded Traded Traded Traded
(` Lakhs) (` Lakhs)
April 2018 248.70 218.35 5,23,554 1,219.95 11,259 248.70 218.00 56,66,910 13,220.74 1,14,049
May 2018 226.50 201.40 5,11,777 1,097.21 7,370 226.50 201.75 41,75,988 8,933.24 68,740
June 2018 217.65 181.00 6,13,074 1,233.30 7,522 217.70 186.50 48,08,042 9,709.02 65,161
July 2018 202.65 182.75 5,89,847 1,124.67 11,754 202.85 183.00 66,10,431 12,572.73 1,09,458
August 2018 214.40 189.45 6,25,674 1,267.39 10,367 214.50 189.20 57,17,120 11,575.22 83,000
September 210.70 176.45 3,67,887 727.18 9,169 210.85 176.50 31,21,404 6,149.65 58,960
2018
October 2018 199.00 165.50 2,95,706 529.71 8,079 194.50 165.05 39,28,103 6,989.16 73,846
November 176.40 160.10 4,24,714 712.93 9,096 176.95 159.80 42,83,117 7,163.15 76,317
2018
December 182.20 159.55 8,40,511 1,485.13 12,350 182.35 162.30 1,11,15,124 19,016.30 1,28,915
2018
January 2019 182.00 157.10 11,57,497 1,952.23 16,565 182.00 156.80 77,42,402 12,952.02 1,19,891
February 2019 164.10 148.00 5,45,770 858.69 7,793 164.80 147.60 43,27,362 6,694.01 47,908
March 2019 167.35 146.50 12,04,674 1,948.60 9,559 167.70 145.70 49,47,745 7,955.89 65,865
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Rallis India Limited Statutory Reports
The market share price data in comparison to broad-based indices like BSE Sensex and Nifty in FY 2018-19
are given below:
Month Rallis closing price at BSE BSE Sensex Rallis closing price at NSE NIFTY
April 2018 230.72 34,145.68 230.68 10,472.93
May 2018 213.10 35,079.56 213.12 10,664.45
June 2018 200.10 35,405.14 200.11 10,742.97
July 2018 188.70 36,406.38 188.69 10,991.16
August 2018 200.00 38,061.53 200.10 11,498.44
September 2018 195.57 37,397.50 195.73 11,297.06
October 2018 178.90 34,518.84 178.86 10,383.81
November 2018 167.83 35,298.95 167.66 10,621.79
December 2018 172.27 35,868.71 172.03 10,778.44
January 2019 168.26 36,053.00 168.10 10,809.46
February 2019 154.39 36,138.34 154.40 10,833.84
March 2019 160.67 37,634.96 160.54 11,317.24
Company has complied with its Memorandum and the total number of shares in physical form and the total
Articles of Association, the applicable provisions of the number of shares in dematerialized form (held with
Act and the Rules made thereunder, Listing Regulations, NSDL and CDSL).
applicable SEBI Regulations and other laws applicable to
• I
n accordance with the SEBI Circular dated
the Company. The Secretarial Audit Report forms part of
8th February, 2019, the Company has obtained an
the Board’s Report.
Annual Secretarial Compliance Report from
• Pursuant to Regulation 40 (9) of the Listing Regulations, Ms. Jigyasa N. Ved of M/s. Parikh & Associates,
certificates have been issued on a half-yearly basis, Practicing Company Secretary confirming compliances
by a Company Secretary in practice, certifying due with all applicable SEBI Regulations, Circulars and
compliance of share transfer formalities by the Company. Guidelines for the year ended 31st March, 2019.
• A Company Secretary in practice carries out a quarterly •
Ms. Jigyasa N. Ved of M/s. Parikh & Associates,
Reconciliation of Share Capital Audit, to reconcile Practicing Company Secretary has issued a certificate
the total admitted capital with National Securities confirming that none of the Directors on the Board of
Depository Limited (NSDL) and Central Depository the Company have been debarred or disqualified from
Services (India) Limited (CDSL) and the total issued and being appointed or continuing as directors of companies
listed capital. The audit confirms that the total issued/ by SEBI/Ministry of Corporate Affairs or any such
paid-up capital is in agreement with the aggregate of statutory authority.
105
Rallis India Limited Statutory Reports
To,
The Members of Rallis India Limited
Sanjiv Lal
Managing Director & CEO
Mumbai, 25th April, 2019
---------------------------------------------------------------------------------------------------------------------------------------------------------------------------
TO THE MEMBERS OF
RALLIS INDIA LIMITED
We have examined the compliance of the conditions of Corporate Governance by Rallis India Limited (‘the Company’)
for the year ended on 31st March, 2019, as stipulated under Regulations 17 to 27, clauses (b) to (i) of sub-regulation (2) of
Regulation 46 and para C, D & E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”).
The compliance of the conditions of Corporate Governance is the responsibility of the management. Our examination was
limited to the review of procedures and implementation thereof, as adopted by the Company for ensuring compliance
with conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements
of the Company.
In our opinion and to the best of our information and according to the explanations given to us, and the representations made
by the Directors and the management, we certify that the Company has complied with the conditions of Corporate Governance
as stipulated in the SEBI Listing Regulations for the year ended on 31st March, 2019.
We further state that such compliance is neither an assurance as to the future viability of the Company nor of the efficiency or
effectiveness with which the management has conducted the affairs of the Company.
Jigyasa N. Ved
FCS: 6488 CP: 6018
107
Rallis India Limited Statutory Reports
INTRODUCTION 10. M
arkets served by the Company: The markets for the
The Company believes that sustainable business is founded Company’s products are across India. Globally, it serves
on good Corporate Governance (business principles), with markets in Asia, Latin America and Africa, with some
a triple bottom line focus i.e. economic, environmental sales in Europe.
and social performance creating value for all stakeholders,
driven by robust business processes and continued growth. SECTION B: FINANCIAL DETAILS OF THE COMPANY
The Company focuses on efficient deployment of resources, 1. Paid up Capital (₹): 19.45 crores
including people, processes and materials, for the production 2. otal Turnover (Revenue from operations) (₹):
T
of safe and eco-efficient products, with a view to creating 1,671.50 crores (standalone)
value for all its stakeholders. This ensures that we embed
balance in our engagement with all stakeholders, keeping the 3. Total profit after taxes (₹): 128.98 crores (standalone)
community at the core of whatever we do. 4. otal spending on Corporate Social Responsibility
T
(CSR) as percentage of profit after tax: ₹ 3.86 crores,
SECTION A: GENERAL INFORMATION ABOUT THE which is more than 2% of the average net profit of the
COMPANY Company for the last three financial years.
Corporate Identity Number (CIN) of the Company:
1.
5. ist of activities in which expenditure in 4 above has
L
L36992MH1948PLC014083
been incurred:
2. Name of the Company: Rallis India Limited
(a) Water Harvesting (Jal Dhan)
3. Registered address: 156/157 15th Floor Nariman
(b) Farmer Safety “You are Safe” campaign
Bhavan 227 Nariman Point Mumbai - 400 021
(c) Model Village development (Rural Development,
4. Website: www.rallis.co.in
Health and Sanitation)
5. E-mail id: investor_relations@rallis.co.in
(d) Education (RUBY) programme
6. Financial Year reported: 2018-19
(e) Environment (Greening)
7. ector(s) that the Company is engaged in (industrial
S
(f ) Skill development (TARA) initiative
activity code-wise):
Agri-Inputs; National Industrial Classification (NIC) Code: T ata Group Affirmative Action (AA) Policy: The Company
3808 works towards inclusion of socially disadvantaged
and marginalised sections of society (Scheduled
8. hree key products/services that the Company
T Castes and Scheduled Tribes). The AA interventions
manufactures/provides (as in balance sheet): focus on Education, Employment, Employability,
The Company principally manufactures “agri inputs”, Entrepreneurship and Essential Enablers.
comprising crop protection products, plant growth
nutrients, organic compost and seeds and provides
SECTION C: OTHER DETAILS
agri-solutions under its Rallis Samrudh Krishi® (RSK) 1. oes the Company have any Subsidiary Company/
D
initiative. Companies?
Yes, the Company has 4 subsidiaries as on 31st March,
9. otal number of locations where business activity is
T 2019, of which 3 are direct subsidiaries and 1 is an
undertaken by the Company: indirect subsidiary (i.e. subsidiary of the Company’s
(a) Number of International Locations (5 major): Nil subsidiary).
No. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
1 Do you have a policy/policies for: Y Y Y Y Y Y Y Y Y
2 Has the policy been formulated in consultation Y Y Y Y Y Y Y Y Y
with the relevant stakeholders?
3 Does the policy conform to any national/ Y Y Y Y Y Y Y Y Y
international standards? If yes, specify? (50 words) The spirit and intent of the Tata Code of Conduct (TCoC) and all
applicable national laws are captured in the policies articulated by
the Company. In addition, they reflect the purpose and intent of the
United Nations Global Compact, International Standards such as
Responsible Care Logo, ISO 14001 and OHSAS 18001/ ISO 45001.
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Rallis India Limited Statutory Reports
No. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
6 Indicate the link for the policy to be viewed The Tata Code of Conduct is available at:
online? http://www.rallis.co.in/TCoC.htm
Rallis Environment Health & Safety Policy is available at:
http://www.rallis.co.in/EHS_Policy.htm
Rallis Quality Policy is available at:
http://www.rallis.co.in/QualityPolicy.htm
Rallis CSR Policy is available at:
http://www.rallis.co.in/CSR_Policy.htm
Rallis Whistleblower Policy is available at:
http://www.rallis.co.in/WBPolicy.htm
7 Has the policy been formally communicated to all The policies have been communicated to all internal stakeholders.
relevant internal and external stakeholders? The TCoC and other policies are communicated to suppliers,
vendors, dealers and channel partners based on their relevance to
these external stakeholders.
8 Does the Company have in-house structure to The Company has established in-house structures to implement
implement the policy/policies? these policies.
9 Does the Company have a grievance redressal The Whistleblower Policy provides a mechanism to employees
mechanism related to the policy/policies to to report any concerns or grievances pertaining to any potential
address stakeholders’ grievances related to the or actual violation of the TCoC, which covers all aspects of BR. An
policy/policies? investor grievance mechanism is in place to respond to investor
grievances. The Customer Complaints mechanism records the
grievances of customers on product and service quality and other
issues of interest to them. The supplier, vendor, dealer and channel
partner forums and ongoing communication captures their concerns
and grievances. The continual community engagement, needs
assessments, impact assessments serve as means for communities
to represent their concerns and grievances.
10 Has the Company carried out independent audit/ The implementation of the TCoC and other policies are reviewed
evaluation of the working of this policy by an through Internal Audit function using external competent agencies/
internal or external agency? Ethics Counsellor. External assessment of Tata Business Excellence
Model (TBEM) covers the review of implementation of all the
Company policies. The Quality, Safety & Health and Environmental
policies are subject to internal and external audits as part of
different certification processes, including ISO-9001, ISO-14001 and
OHSAS-18001/ISO 45001. In addition to this, there are audits from
statutory authorities, customers and experts from Tata Group.
(b) If answer to the question at serial number 1 against any principle, is ‘No’, please explain why: (Tick up to 2 options)
No. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
3. Governance related to BR: imbibed in all aspects of the business and its dealing with
Indicate the frequency with which the Board
(a) various stakeholders. Training and awareness on TCoC is
of Directors, Committee of the Board or CEO provided to all employees and other stakeholders are
assess the BR performance of the Company. also made aware of the same from time to time.
Within 3 months, 3-6 months, Annually, more
than 1 year: 2. ow many stakeholder complaints have been
H
received in the past financial year and what
3-6 Months percentage was satisfactorily resolved by the
management? If so, provide details thereof, in about
Does the Company publish a BR or a
(b)
50 words or so.
Sustainability Report? What is the hyperlink
for viewing this report? How frequently it is A total of 3 stakeholder complaints were received in
published? the Financial Year (‘FY’) 2018-19. All of them have been
satisfactorily resolved during the year.
Yes, the Company publishes BR on an annual
basis and forms part of the Annual Report. This BR
Stakeholder wise concerns received during FY 2018-19
Report is also uploaded on the Company’s website
at the web link: http://www.rallis.co.in/BRR19.htm Anonymous 1
Contract Employee 0
SECTION E: PRINCIPLE-WISE PERFORMANCE
Employee 2
Principle 1 - Businesses should conduct and govern
themselves with Ethics, Transparency and Accountability. Non-Employee 0
1. oes the policy relating to ethics, bribery and
D Vendor 0
corruption cover only the Company? Yes/No. Does
Concern Analysis
it extend to the Group/Joint Ventures/Suppliers/
Status In FY 2018-19, In FY 2017-18 we
Contractors/NGOs/Others?
we received and received and
Yes, the Policy covers not only the Company but also addressed 3 addressed all
its Associates. The TCoC (available on http://www. concerns 3 concerns. No
rallis.co.in/TCoC.htm) serves as the ethical roadmap TCoC violation
for all Tata companies. All suppliers, partners and joint was detected.
ventures are expected to adopt TCoC or a joint code of
Open NIL NIL
conduct incorporating all elements of the TCoC. TCoC is
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Rallis India Limited Statutory Reports
Principle 2 - Businesses should provide goods and Drone for Plant protection application: Collaborative
services that are safe and contribute to sustainability project with Group Technology and Innovation Office
throughout their life cycle. (‘GTIO’) is in progress on variety of crops to manage
1. ist up to 3 of your products or services whose design
L major pests.
has incorporated social or environmental concerns,
risks and/or opportunities. 2. or each such product, provide the following details
F
in respect of resource use (energy, water, raw
i) OLIVER: A systemic post-emergent herbicide material etc.) per unit of product (optional):
formulated using Haloxyfop-methyl into 10.5% EC
is very effective against all major grassy weeds in Reduction during sourcing/ production/
(a)
Soybean. distribution achieved since the previous year
throughout the value chain?
ii) Retention of water by soil: A new solution
developed in the form of hydrogel to support The Company has taken up energy conservation
water retention in the field which will be useful programmes involving our own team and experts
in agriculture, reducing drought stress in plants, from outside. After successful implementation
making better use of irrigation water and fertiliser. of recommendations, every manufacturing unit
has registered savings in terms of KWh and utility
iii) Collaboration with Public Private Partnership for specific consumptions.
Integrated Agriculture Development (PPP-lAD),
Government of Karnataka under Pulses Reduction during usage by consumers (energy,
(b)
Productivity Improvement Programme and Value water) has been achieved since the previous
Chain, to study on Red gram and Bengal gram for year?
3 years (2018-19 to 2020-21) at Gulbarga, Bidar
and Bijapur which help to promote key products One initiative of the Company, “SRI” (System for
to farmers. Rice Intensification), to educate farmers has not
only improved the productivity of rice, but has
iv) Supported RSK through Executive Partners and
also potentially saved almost 50% water in rice
Drishti for pest prediction.
production.
Customer centric initiatives - Rallis Hi-Tech Farm:
The Company’s Hi-Tech Farm in Karnataka is Does the Company have procedures in place for
3.
established to meet the following objectives: sustainable sourcing (including transportation)?
If yes, what percentage of your inputs was sourced
• Demonstrate technical superiority, knowledge and sustainably? Also, provide details thereof, in about
competence as a technology leader and expert. 50 words or so.
• Adopt latest technologies such as farm automation
and aerial application-UAV-Drone, drip irrigation, As a Responsible Care Company, sourcing is covered
etc. under distribution code, which addresses efforts towards
sustainable sourcing. The Company has initiated efforts
• Optimized Package of Practices (PoPs), IPM and in reducing the carbon footprint in sourcing and supply
agronomy practices. chain. Few examples are:
• Use of digital interventions.
• Export of Key products are shifted to jumbo bags
• On high value and complex crops - compared to earlier practice of exporting in drums.
a) Demonstrated paddy PoP with one Metahelix This has increased volume per consignment
hybrid on 1 acre with > 50% higher yield. and optimum utilisation of container space.
Sourcing team is working on developing alternate
b) Demonstrated banana PoP with tissue culture vendors for import substitutes to reduce import
banana on 1 acre for maximising the yield. dependency on a particular country. Till date
success is achieved to reduce import dependence
c) Demonstrated maize PoP with popular hybrid thus by lead time and carbon footprint for more
on 1 acre with >10% higher yield in the summer. than 50% imported items.
• Outbound logistics is also concentrating more on 5. o you have an employee association that is
D
consolidation of supplies by maximum transport recognised by management: Yes, Rasayanki Kamdar
space utilisation and thus reducing number of trips Sangh, Ankleshwar.
and logistics cost.
6. hat percentage of your permanent employees are
W
4. as the Company taken any steps to procure
H members of this recognised employee association:
goods and services from local and small producers, 6.8%. Union employees are 65 out of 1,001 employees
as on 31st March, 2019.
including communities surrounding their place of
work? If yes, what steps have been taken to improve 7. lease indicate the number of complaints relating
P
their capacity and capability of local and small to child labour, forced labour, involuntary labour,
vendors? sexual harassment in the last financial year and
Yes, the Company has a vendor development pending, as on the end of the financial year:
programme, which encourages local contractors (i)
Child labour/forced labour/involuntary labour:
and service providers and offers them opportunities. No complaints as on 31st March, 2019.
Additionally, the Company has also promoted skills
and livelihood development in the neighbouring (ii)
Sexual harassment: One complaint received,
community through various training and community investigated and appropriate action taken during
development programmes. Under Tata Affirmative the financial year. No complaint pending as on
Action (‘AA’) programme, the Company provides 31st March, 2019.
support to people from socially backward community (iii) Discriminatory employment: No complaints as on
background, including from the Scheduled Castes 31st March, 2019.
and Tribes.
8. hat percentage of your under mentioned
W
5. oes the Company have a mechanism to recycle
D employees were given safety and skill up-gradation
products and waste? If yes, what is the percentage of training in the last year?
recycling of products and waste (separately as <5%,
100% employees were covered for various safety
5-10%, >10%). Also, provide details thereof, in about
trainings as on 31st March, 2019.
50 words or so.
One of the focus areas under the Company’s Corporate Principle 4 - Businesses should respect the interests
Sustainability Model is “Waste reduction and reuse”. of, and be responsive towards all stakeholders,
One of the long term plans is to make all units, zero especially those who are disadvantaged, vulnerable and
liquid discharge units. In this direction, substantial marginalised.
work has been done in all the units, by adoption of 1. as the Company mapped its internal and external
H
newer technologies and processes. The Ankleshwar stakeholders?
Unit has achieved 100% recycling of treated water on
consistent basis. In this year, Dahej unit also built Yes, the Company has mapped its stakeholders as part
capacity to recycle treated water. of its stakeholder engagement process.
Principle 3 - Businesses should promote the well-being of 2. ut of the above, has the Company identified
O
all employees. the disadvantaged, vulnerable and marginalised
stakeholders?
1. lease indicate the total number of employees:
P
1,001 as on 31st March, 2019. Yes.
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Rallis India Limited Statutory Reports
socially and economically marginalised, including rural supply chain partners through effective engagement,
unemployed youth, women, scheduled castes and communication, consultation and training.
tribes. We focus on Affirmative Action (‘AA’) initiatives,
with 25% of total CSR budget allocated to AA action, with 2. Does the Company have strategies/initiatives to
emphasis on Employability through Skill development address global environmental issues such as climate
and Education. Based on need assessment in the AA change, global warming, etc.? Y/N. If yes, please give
community, it was felt that basic needs like potable water, hyperlink for webpage, etc.
water for irrigation, electricity, sanitation, farmer safety Yes, the Company has adopted Tata Group’s Climate
etc. requires immediate attention. Hence, we will focus Change Policy to guide Organisational efforts towards
on Essential amenity, in addition to Employability mitigating and adapting to climate change. The
and Education. Company is aligning itself with India’s commitment to
combating Climate Change, i.e. Intended Nationally
Principle 5 - Businesses should respect and promote
Determined Contributions (INDC) and Tata Group
human rights.
climate change initiatives. In this direction, the
1. oes the policy of the Company on human rights
D Company has a long term plan to achieve the
cover only the Company or extend to the Group/ following:
Joint Ventures/Suppliers/Contractors/NGOs/Others?
The Company follows the principles of the International
• 50% energy from renewable sources by the year
2021-22.
Declaration of Human Rights. Its policies support,
respect and protect the human rights of its direct as • 10% reduction in energy consumption by the year
well as indirect employees. The TCoC, adopted by 2019-20. Base year 2013-14.
the Company, which covers our Associates, addresses • Planting two lakh saplings on 100% survival basis
these aspects. All suppliers, partners and joint ventures by the year 2021-22.
are expected to adhere to these principles covered • At least 50% thermal energy from bio mass in each
under the TCoC. Unit by the year 2021-22.
2. How many stakeholder complaints have been The Tata Group’s Climate Change Policy is available at:
received in the past financial year and what percent http://www.rallis.co.in/Climate_Change_Policy.htm
was satisfactorily resolved by the management?
None pertaining to human rights violation. 3. oes the Company identify and assess potential
D
environmental risks? Y/N
Principle 6 - Businesses should respect, protect and make The Company makes all efforts to identify environmental
efforts to restore the environment. aspects and manage its impact. Further, it also strives
1. Does the policy related to Principle 6 cover only the to continually improve its environmental performance,
Company or extends to the Group/Joint Ventures/ driven by its Environment Health & Safety Policy. All
Suppliers/Contractors/NGOs/others. our manufacturing plants are certified to ISO 14001
The Company’s EHS Policy focuses on preventing/ Environmental Management Systems (‘EMS’) standard.
minimising adverse environmental impacts, so far as is 2 of our manufacturing Units at Gujarat (Ankleshwar
reasonably practicable, through continual improvements and Dahej) are certified for ISO-50001. As part of
in environment management systems, processes, EMS implementation, potential environmental risks
practices and effective environment management are identified and appropriate mitigation strategies to
and mitigation strategies, responding sensitively to reduce the risks are in place.
the environmental concerns of the communities and
taking necessary measures for implementing product 4. oes the Company have any project related to Clean
D
stewardship practices. While the EHS Policy is applicable Development Mechanism? If so, provide details
to the Company and its employees, the Company is thereof, in about 50 words or so. Also, if yes, whether
committed to enhance awareness on environment any environmental compliance report is filed?
sustainability, focusing on the “3R”, i.e. Reduce, Reuse The Company has not registered any projects under
and Recycle amongst its employees, associates and Clean Development Mechanism.
5. Has the Company undertaken any other initiatives Yes. The Company is part of:
on - clean technology, energy efficiency, renewable i. CropLife India
energy, etc.? Y/N. If yes, please give hyperlink for
ii. Crop Care Federation of India
web page, etc.
Yes, under its long term sustainability plans, the iii.
Pesticides Manufacturers & Formulators
Company has initiated a number of green initiatives, Association of India
including setting up solar power generation, moving to iv. Confederation of Indian Industry (CII)
biomass fuelled boilers, etc. For more information, visit v. Federation of Indian Chambers of Commerce &
http://www.rallis.co.in/Greening.htm
Industry (FICCI)
Sunshine (Solar) Plant at Dahej is part of our long vi. Indian Chemical Council (ICC)
term sustainability plan of “50% power generation vii.
Bombay Chambers of Commerce and Industry
using renewable source of energy”. The Companies (BCCI)
has set up a 4.4 MWp Solar Power Plant at Dahej that
established connectivity with the national grid on 2. ave you advocated/lobbied through above
H
24th December, 2015. associations for the advancement or improvement
Entire power generated from the solar plant is meant of public good? Yes/No. If yes specify the broad areas.
for captive consumption at Ankleshwar and Dahej Yes, we do from time to time take up issues through the
Units. Based on the climatic simulation data, “Sunshine” Associations on matters of public interest.
is expected to generate around 7.5 million units per
annum. The solar plant is a humble contribution to the If yes, specify the broad areas (drop box: Governance
commitment of the Government of India towards scale and Administration, Economic Reforms, Inclusive
up plan of 1,00,000 MW of Grid Connected Solar Power
Development Polices, Energy Security, Water, Food
by the year 2022.
Security, Sustainable Business Principles, Others)
6. re the emissions/ waste generated by the Company
A
The Company has participated in industry body
within the permissible limits given by CPCB/SPCB for
consultations in the following areas:
the financial year being reported?
• Policy formulation for environment protection
Yes. All manufacturing plants comply with the prescribed • Responsible Care guidelines
permissible limits for air emissions, effluent quality • Policy formulation for pesticide industry
and discharge, solid and hazardous waste generation
and disposal as per their Regulatory Consents/ Tata Code of Conduct is the guide that the Company
Authorisations. uses for advocacy.
7. Number of show cause/legal notices received from Principle 8 - Businesses should support inclusive growth
CPCB/SPCB which are pending (i.e. not resolved to and equitable development.
satisfaction) as on end of financial year. 1. oes the Company have specified programmes/
D
initiatives/projects in pursuit of the policy related to
As on 31st March, 2019, there is no pending show cause
Principle 8? If yes, details thereof.
or legal notice received from CPCB or SPCB, to the best
of the Company’s knowledge and understanding. There As per the Company’s Sustainability Model, we have
is no show cause/legal notice pending resolution by taken Employability embedded with Education
CPCB/SPCB. as the major focus area. Under Employability,
the Company has 2 programmes, namely Tata
Principle 7 - Businesses, when engaged in influencing Rallis Agri Input Training Scheme (TRAITS) and
public and regulatory policy, should do so in a responsible Fixed Term Trainees (FTT) to have a visible impact
manner. on society. These intervention nurtures and equips
1. I s the Company a member of any trade and chamber youth and gives them an opportunity in the Company
or association? If Yes, name only those major ones and elsewhere, with skill sets that are in demand
that your business deals with. across Organisations.
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Rallis India Limited Statutory Reports
Under Model tribal village initiative, in the year Complaint Domestic International Total % Resolution
2018-19, the Company has worked in 5 villages to Type
convert them into model villages. Tribal model village
External 51 7 58 100
concept focuses on basic amenities, capacity building,
education, economic empowerment, health and Internal 5 - 5 100
entitlements. Under health intervention, the Company Total 56 7 63 100
conducts health camp in the villages every quarter
and has identified 2 persons per village and trained Does the Company display product information on
2.
them as Aarogya Doots, who supports the health the product label, over and above what is mandated
intervention programme. as per local laws? Yes/No/N.A./Remarks (additional
information).
Going forward, these projects will be further intensified
by covering additional areas in Maharashtra, Gujarat and The Company displays what is required as per regulatory
other States. requirements. We comply with the requirements of the
Insecticides Act, 1968; Insecticide Rules, 1971; Fertiliser
5. ave you taken steps to ensure that this
H (Control) Order 1985; Seeds Act, 1966; Seeds Rules,
community development initiative is successfully 1968; Legal Metrology Act, 2009 and Legal Metrology
adopted by the community? Please explain in 50 (Packaged Commodities) Rules, 2011 on respective
words, or so. product labels.
Yes. Most of our programmes are participatory in Is there any case filed by any stakeholder against
3.
nature and focuses on institution development and the Company regarding unfair trade practices,
capacity building. For example, Jal Dhan Project irresponsible advertising and/or anti-competitive
under Integrated Resource Management behaviour during the last five years and pending
Project, in which we have constructed rain water as on end of financial year? If so, provide details
harvesting structures and planted tree saplings, has thereof, in about 50 words or so.
enabled the community by providing sustainable
In the last five years, no case has been filed against
water solutions for irrigation and producing hydro
the Company, and there is no pending case as on end
power for street lighting. By involving community
of the financial year, regarding unfair trade practices,
based institutions in construction of water
irresponsible advertising and/or anti-competitive
harvesting structures, the community members have
behaviour.
developed a sense of ownership as they are involved
in planning and implementation of the Projects. Did the Company carry out any consumer survey/
4.
consumer satisfaction trends?
Principle 9 - Businesses should engage with and
provide value to their customers and consumers in The Company carries out Farmer and Channel partners’
a responsible manner. satisfaction survey once every 2 years. The last survey
was concluded in FY 2016-17. Next Survey is scheduled
1. hat percentage of customer complaints/consumer
W
in June 2019. In FY 2018-19, the Company employed
cases are pending as on the end of financial year.
Net Promoter Score Survey, as a tool to collect customer
Product and packaging related customer complaints feedback. More than 18,000 farmers were contacted
are listed below. All complaints are resolved and across 18 key states and feedback was sought on
addressed, none are pending for resolution. products and services.
117
Rallis India Limited Statutory Reports
Financial
Statements
119
Rallis India Limited Financial Statements
The Key Audit Matter How the matter was addressed in our audit
Accrual for rebates and schemes - Selecting a samples of revenue transactions and scheme circular
Revenue is recognised net of rebates, discounts, to re-check that rebates, discounts and scheme allowance were
incentives (scheme allowances) and estimated calculated in accordance with the eligibility criteria mentioned in
sales returns owed to the customers based on the the scheme circular;
arrangement with customers.
- Selecting a sample of claims submitted by customers along with
The recognition and measurement of rebates, claim form and verifying it with the accrual made in the books of
discounts and schemes allowances, including account; and
establishing an appropriate accrual at year end,
involves significant judgement and estimates, - Considering the assumptions and judgements used by the
particularly the expected level of claims of each of the Company in calculating rebates, discounts and schemes
customers. allowances, including the level of expected claims, by reviewing
historical trends of claims.
The value of rebates, discounts and schemes
allowances together with the level of judgement
involved make its accounting treatment a significant
matter for our audit.
Investment in subsidiaries
The Key Audit Matter How the matter was addressed in our audit
The carrying amount of the investments in subsidiaries Our audit procedures included the following:
held at cost less impairment represents 16% of the
- Comparing the carrying amount of investments with the relevant
Company’s total assets.
subsidiary balance sheet to identify whether their net assets, being
an approximation of their minimum recoverable amount, were
Recoverability of investments in subsidiaries un-
in excess of their carrying amount and assessing whether those
dertaking
subsidiaries have historically been profit-making;
We do not consider the valuation of these investments
to be at a high risk of significant misstatement, or to - For the investments where the carrying amount exceeded the net
be subject to a significant level of judgment, except asset value, comparing the carrying amount of the investment with
for the investment valuations based on projected the expected value of the business based on a suitable multiple of
cash flows which involve significant estimates and the subsidiaries earnings or discounted cash flow analysis;
judgment, due to the inherent uncertainty involved - Testing the assumptions and understanding the cash flows based
in forecasting future cash flows. Further due to on our knowledge of the Company and the markets in which the
their materiality in the context of total assets of the subsidiaries operate; and
Company, this is considered to be significant to our
overall audit strategy and planning. - Considering the adequacy of disclosures in the standalone
financial statements relating to the valuation of investments in
subsidiaries.
Other Information Our opinion on the standalone financial statements does not
The Company’s Management and Board of Directors are cover the other information and we do not express any form
responsible for the other information. The other information of assurance conclusion thereon.
comprises the information included in the Company’s
annual report, but does not include the financial statements In connection with our audit of the standalone financial
and our auditors’ report thereon. statements, our responsibility is to read the other information
and, in doing so, consider whether the other information
is materially inconsistent with the standalone financial are free from material misstatement, whether due to fraud
statements or our knowledge obtained in the audit or or error, and to issue an auditors’ report that includes our
otherwise appears to be materially misstated. If, based on the opinion. Reasonable assurance is a high level of assurance,
work we have performed, we conclude that there is a material but is not a guarantee that an audit conducted in accordance
misstatement of this other information, we are required to with SAs will always detect a material misstatement when
report that fact. We have nothing to report in this regard. it exists. Misstaments can arise from fraud or error and are
considered material if, individually or in the aggregate, they
Management’s Responsibility for the Standalone could reasonably be expected to influence the economic
Financial Statements decisions of users taken on the basis of these standalone
The Company’s Management and Board of Directors is financial statements.
responsible for the matters stated in Section 134 (5) of the Act,
with respect to the preparation of these standalone financial As part of an audit in accordance with SAs, we exercise
statements that give a true and fair view of the state of affairs, professional judgment and maintain professional skepticism
profit / loss and other comprehensive income, changes in throughout the audit. We also:
equity and cash flows of the Company in accordance with the
accounting principles generally accepted in India, including • Identify and assess the risks of material misstatement
the Indian Accounting Standards (Ind AS) prescribed under of the standalone financial statements, whether due
Section 133 of the Act. This responsibility also includes to fraud or error, design and perform audit procedures
maintenance of adequate accounting records in accordance responsive to those risks, and obtain audit evidence
with the provisions of the Act for safeguarding the assets of that is sufficient and appropriate to provide a basis
the Company and for preventing and detecting frauds and for our opinion. The risk of not detecting a material
other irregularities; selection and application of appropriate misstatement resulting from fraud is higher than for
accounting policies; making judgments and estimates that one resulting from error, as fraud may involve collusion,
are reasonable and prudent; and design, implementation forgery, intentional omissions, misrepresentations, or
and maintenance of adequate internal financial controls the override of internal control.
that were operating effectively for ensuring the accuracy
and completeness of the accounting records, relevant to the • Obtain an understanding of internal control relevant to
preparation and presentation of the standalone financial the audit in order to design audit procedures that are
statements that give a true and fair view and are free from appropriate in the circumstances. Under Section 143(3)
material misstatement, whether due to fraud or error. (i) of the Act, we are also responsible for expressing our
opinion on whether the Company has adequate internal
In preparing the standalone financial statements, financial controls system in place and the operating
management and Board of Directors are responsible for effectiveness of such controls.
assessing the Company’s ability to continue as a going
concern, disclosing, as applicable, matters related to going • Evaluate the appropriateness of accounting policies
concern and using the going concern basis of accounting used and the reasonableness of accounting estimates
unless management either intends to liquidate the and related disclosures made by management.
Company or to cease operations, or has no realistic alternative
but to do so. • Conclude on the appropriateness of management’s use
of the going concern basis of accounting and, based
Board of Directors is also responsible for overseeing the on the audit evidence obtained, whether a material
Company’s financial reporting process. uncertainty exists related to events or conditions
that may cast significant doubt on the Company’s
Auditors’ Responsibility for the Audit of the Standalone ability to continue as a going concern. If we conclude
Financial Statements that a material uncertainty exists, we are required to
Our objectives are to obtain reasonable assurance about draw attention in our auditor’s report to the related
whether the standalone financial statements as a whole disclosures in the standalone financial statements or,
121
Rallis India Limited Financial Statements
if such disclosures are inadequate, to modify our (A) As required by Section 143 (3) of the Act, we report that:
opinion. Our conclusions are based on the audit
evidence obtained up to the date of our auditor’s report. (a) we have sought and obtained all the information
However, future events or conditions may cause the and explanations, which to the best of our
Company to cease to continue as a going concern. knowledge and belief, were necessary for the
purposes of our audit;
• Evaluate the overall presentation, structure and content
of the standalone financial statements, including the (b) in our opinion, proper books of account as required
by law have been kept by the Company so far as it
disclosures, and whether the standalone financial
appears from our examination of those books;
statements represent the underlying transactions and
events in a manner that achieves fair presentation.
(c) the standalone balance sheet, the standalone
statement of profit and loss (including other
We communicate with those charged with governance
comprehensive income), the standalone statement
regarding, among other matters, the planned scope and
of changes in equity and the standalone statement
timing of the audit and significant audit findings, including
of cash flows dealt with by this report are in
any significant deficiencies in internal control that we identify agreement with the books of account;
during our audit.
(d) in our opinion, the aforesaid standalone financial
We also provide those charged with governance with a statements comply with the Indian Accounting
statement that we have complied with relevant ethical Standards (Ind AS) prescribed under Section 133 of
requirements regarding independence, and to communicate the Act;
with them all relationships and other matters that may
reasonably be thought to bear on our independence, and (e) on the basis of the written representations received
where applicable, related safeguards. from the directors as on 31 March 2019 taken
on record by the Board of Directors, none of the
From the matters communicated with those charged directors are disqualified as on 31 March 2019 from
with governance, we determine those matters that being appointed as a director in terms of Section
were of most significance in the audit of the standalone 164 (2) of the Act; and
financial statements of the current period and are
therefore the key audit matters. We describe these (f ) with respect to the adequacy of the internal
matters in our auditors’ report unless law or regulation financial controls with reference to the standalone
precludes public disclosure about the matter or when, in financial statements of the Company and the
operating effectiveness of such controls, refer to
extremely rare circumstances, we determine that a matter
our separate Report in “Annexure B”.
should not be communicated in our report because the
adverse consequences of doing so would reasonably be
(B) With respect to the other matters to be included in
expected to outweigh the public interest benefits of
the Auditors’ Report in accordance with Rule 11 of
such communication. the Companies (Audit and Auditors) Rules, 2014, in
our opinion and to the best of our information and
Report on Other Legal and Regulatory Requirements according to the explanations given to us:
As required by the Companies (Auditor’s Report) Order, 2016
(‘the Order’), issued by the Central Government of India in i. the Company has disclosed the impact of pending
terms of Section 143 (11) of the Act, we give in “Annexure A”, a litigations on its financial position in its standalone
statement on the matters specified in the paragraphs 3 and 4 financial statements – Refer Note 40 to the
of the Order, to the extent applicable. standalone financial statements;
ii. the Company did not have any long-term (C) With respect to the matter to be included in the Auditors’
contracts, including derivative contracts, for which Report under Section 197(16):
there were any material foreseeable losses;
In our opinion and according to the information and
iii. there has been no delay in transferring amounts, explanations given to us, the remuneration paid by
required to be transferred, to the Investor the Company to its directors during the current year
Education and Protection Fund by the Company is in accordance with the provisions of Section 197 of
during the year ended 31 March 2019; and the Act. The remuneration paid to any director is not in
excess of the limit laid down under Section 197 of the
iv. the disclosures in the standalone financial Act. The Ministry of Corporate Affairs has not prescribed
statements regarding holdings as well as dealings other details under Section 197(16) which are required
in Specified Bank Notes during the period from to be commented upon by us.
8 November 2016 to 30 December 2016 have
not been made in these standalone financial
statements since they do not pertain to the
financial year ended 31 March 2019.
Aniruddha Godbole
Mumbai Partner
25 April 2019 Membership No: 105149
123
Rallis India Limited Financial Statements
Annexure A to the
Independent Auditors’ Report – 31 March, 2019
With reference to the Annexure A referred to in the the nature of its assets. In accordance with the
Independent Auditors’ Report to the members of the policy, the Company has physically verified certain
Company on the standalone financial statements for the year property, plant and equipment during the year and
ended 31 March 2019, we report the following: we are informed that no material discrepancies
were noticed on such verification and the same
(i) (a) The Company has maintained proper records have been dealt with in books of accounts.
showing full particulars, including quantitative
details and situation of property, plant and (c) According to the information and explanations
equipment and investment properties. given to us and on the basis of our examination
of the records of the Company, the title deeds of
(b) The Company has a regular programme of physical
immovable properties (other than leasehold land)
verification of its property, plant and equipment
as disclosed in Note 4 and Note 5 to the standalone
and investment properties by which the property,
financial statements, are held in the name of the
plant and equipment and investment properties
Company and in respect of leasehold lands, we
are verified by the management according to a
have verified the lease agreements duly registered
phased programme designed to cover all the items
over a period of three years. In our opinion, this with the appropriate authorities as disclosed in
periodicity of physical verification is reasonable Note 4 and Note 5 to the standalone financial
having regard to the size of the Company and statements, except the following:
Building 12 Freehold 2.83 0.82 The agreements were not available for verification.
Building 2 Freehold 57.35 24.68 The Company has filed a declaration suit with regards to the
title and is awaiting a decree. The certificate for shares held in
the Cooperative Housing Society have been verified.
Land 1 Freehold 226.04 226.04 The said land is in the name of Rallis Hybrid Seeds Limited, an
erstwhile company that was merged with the Company under
Section 391 to 394 of the Companies Act, 1956 in terms of the
approval of the Honorable High Court(s)
Land 1 Leasehold 1 - The agreement was not available for verification.
Land 1 Leasehold 1,623.05 1,451.28 The plot has been allotted and is in the possession of the
Company. The lease deeds has not yet been executed by
lessors.
(ii) The inventory, except for goods-in-transit and (iii) According to the information and explanations given
stocks lying with third parties, has been physically to us, the Company has not granted any loans, secured
verified by the management during the year. or unsecured, to companies, firms, limited liability
In our opinion, the frequency of such verification partnerships or other parties covered in the register
is reasonable. In respect of stocks lying with third maintained under Section 189 of the Companies Act,
parties at the year-end, written confirmations 2013 (‘the Act’). Accordingly, paragraphs 3 (iii) (a), (b)
have been obtained. The discrepancies noticed on and (c) of the Order are not applicable to the Company.
verification between the physical stocks and the book
records were not material and have been dealt with in (iv) In our opinion and according to the information and
books of account. explanation given to us, the Company has not granted
any loans, or provided any guarantees or security to deposited during the year with the appropriate
the parties covered under Section 185 of the Act. The authorities. According to the information and
Company has complied with the provisions of Section explanations given to us and on the basis of our
186 of the Act in respect of the investments made. examination of the records of the Company,
amounts deducted / accrued in the books of
(v) In our opinion, and according to the information and account in respect of undisputed statutory dues
explanations given to us, the Company has not accepted including Profession tax have generally been
deposits as per the directives issued by the Reserve Bank regularly deposited during the year with the
of India and the provisions of Sections 73 to 76 or any appropriate authorities, though there have been
other relevant provisions of the Act and the rules framed slight delays in few cases. As explained to us, the
thereunder. Accordingly, paragraph 3 (v) of the Order is Company did not have any dues on account of
not applicable to the Company. wealth tax.
125
Rallis India Limited Financial Statements
(` in lakhs)
Name of Act Nature of Dues Amount Amount not Period to which Forum where
Demanded Deposited Under amount relates dispute is pending
Dispute
95.46 58.89 1993-94, 1998-99, Assistant
1999-00, 2001-02, Commissioner
2003-04, 2004-05,
2007-08 to 2009-10,
2014-15
180.42 118.14 1992-93, 1995-96 to Tribunal
1999-2000, 2001-02,
2003-04, 2009-10,
2011-12, 2012-13,
2015-16
74.42 30.92 1990-91, 1996-97, Commercial Tax
1997-98, 2001-02, Officer
2002-03, 2012-13
The Central Excise Tax, Penalty and 62.80 62.80 1999-2001 Joint Commissioner
Act, 1944 Interest (Appeals)
87.83 62.69 1999-00, 2001-02, Deputy
2011-14, 2014-15, Commissioner
2016-17, 2017-18
665.31 519.55 1986-87, 1996-97 to Tribunal
2000-01, 2001-02,
2002-2004, 2016-17
The Finance Act, Tax, Penalty and 6.74 6.74 2006-08, 2010-11 Assistant
1994 Interest Commissioner
138.39 138.39 2007-13 to 2010- Superintendent of
2014, 2014-16, Excise and Customs
2016-17
10.23 10.23 2005-06 to 2009-10 Joint Commissioner
(viii) In our opinion and according to the information and by way of initial public offer or further public offer
explanations given to us, the Company has not defaulted (including debt instruments) and has not obtained any
in repayment of loans to banks and government. The term loans during the year. Accordingly, paragraph 3 (ix)
Company did not have any outstanding dues to financial of the Order is not applicable to the Company.
institutions and debenture holders during the year.
(x) During the course of our examination of the books and
(ix) According to the information and explanations given records of the Company, carried out in accordance with
to us and based on our examination of the records of the generally accepted auditing practices in India, and
the Company, the Company has not raised any moneys according to the information and explanations given
to us, we have neither come across any instance of been disclosed in the standalone financial statements
material fraud by the Company or on the Company by as required by applicable Ind AS.
its officers or employees, noticed or reported during the
year, nor have we been informed of any such case by the (xiv) According to the information and explanations given to
management. us and based on our examination of the records of the
Company, the Company has not made any preferential
(xi) According to the information and explanations given allotment or private placement of shares or fully or partly
to us and based on our examination of the records convertible debentures during the year. Accordingly,
of the Company, the Company has paid / provided paragraph 3 (xiv) of the Order is not applicable
for managerial remuneration in accordance with the
to the Company.
requisite approvals mandated by the provisions of
Section 197 read with Schedule V to the Act.
(xv) According to the information and explanations given
to us and based on our examination of the records of
(xii) In our opinion and according to the information and
the Company, the Company has not entered into any
explanations given to us, the Company is not a Nidhi
company and the Nidhi Rules, 2014 are not applicable non-cash transactions with directors or persons
to it. Accordingly, paragraph 3 (xii) of the Order is not connected with them. Accordingly, paragraph 3 (xv) of
applicable to the Company. the Order is not applicable to the Company.
(xiii) According to the information and explanations given (xvi) In our opinion and according to the information and
to us and based on our examination of the records of explanations given to us, the Company is not required
the Company, transactions with the related parties are to be registered under Section 45-IA of the Reserve Bank
in compliance with Sections 177 and 188 of the Act of India Act, 1934. Accordingly, paragraph 3 (xvi) of the
where applicable and details of such transactions have Order is not applicable to the Company.
Aniruddha Godbole
Mumbai Partner
25 April 2019 Membership No: 105149
127
Rallis India Limited Financial Statements
Annexure B to the
Independent Auditors’ Report – 31 March, 2019
Report on the Internal Financial Controls with reference Auditors’ Responsibility
to the aforesaid standalone financial statements under Our responsibility is to express an opinion on the Company's
Clause (i) of Sub-section 3 of Section 143 of the Companies internal financial controls with respect to standalone financial
Act, 2013 (“the Act”) statements based on our audit. We conducted our audit in
(Referred to in paragraph (A)(f) under ‘Report on Other accordance with the Guidance Note and the Standards on
Legal and Regulatory Requirements’ section of our report Auditing, prescribed under Section 143(10) of the Act, to the
of even date) extent applicable to an audit of internal financial controls
with reference to standalone financial statements. Those
Opinion Standards and the Guidance Note require that we comply
We have audited the internal financial controls with reference with ethical requirements and plan and perform the audit
to standalone financial statements of Rallis India Limited (“the to obtain reasonable assurance about whether adequate
Company”) as of 31 March 2019 in conjunction with our audit internal financial controls with reference to standalone
of the standalone financial statements of the Company for the financial statements were established and maintained
year ended on that date. and whether such controls operated effectively in all
material respects.
In our opinion, the Company has, in all material respects,
adequate internal financial controls with reference to Our audit involves performing procedures to obtain audit
standalone financial statements and such internal financial evidence about the adequacy of the internal financial controls
controls were operating effectively as at 31 March 2019, based system with respect to standalone financial statements and
on the internal financial controls with reference to standalone
their operating effectiveness. Our audit of internal financial
financial statements criteria established by the Company
controls with respect to standalone financial statements
considering the essential components of internal control
included obtaining an understanding of internal financial
stated in the Guidance Note on Audit of Internal Financial
controls with respect to standalone financial statements,
Controls Over Financial Reporting issued by the Institute of
assessing the risk that a material weakness exists, and testing
Chartered Accountants of India (the “Guidance Note”).
and evaluating the design and operating effectiveness of
Management’s Responsibility for Internal Financial internal control based on the assessed risk. The procedures
Controls selected depend on the auditors’ judgement, including
the assessment of the risks of material misstatement
The Company’s management and the Board of Directors are
of the standalone financial statements, whether due to
responsible for establishing and maintaining internal financial
controls based on the internal controls with reference to fraud or error.
standalone financial statements criteria established by the
We believe that the audit evidence we have obtained is
Company considering the essential components of internal
sufficient and appropriate to provide a basis for our audit
control stated in the Guidance Note. These responsibilities
include the design, implementation and maintenance of opinion on the Company’s internal financial controls system
adequate internal financial controls that were operating with reference to standalone financial statements.
effectively for ensuring the orderly and efficient conduct
Meaning of Internal Financial Controls with reference to
of its business, including adherence to company’s policies,
the safeguarding of its assets, the prevention and detection Standalone Financial Statements
of frauds and errors, the accuracy and completeness of A company’s internal financial controls with reference
the accounting records, and the timely preparation of to financial statements is a process designed to provide
reliable financial information, as required under the reasonable assurance regarding the reliability of financial
Companies Act, 2013. reporting and the preparation of financial statements for
external purposes in accordance with generally accepted Inherent Limitations of Internal Financial Controls with
accounting principles. A company’s internal financial controls reference to Standalone Financial Statements
with reference to financial statements include those policies Because of the inherent limitations of internal financial
and procedures that (1) pertain to the maintenance of records controls with reference to standalone financial statements,
that, in reasonable detail, accurately and fairly reflect the including the possibility of collusion or improper
transactions and dispositions of the assets of the company; management override of controls, material misstatements
(2) provide reasonable assurance that transactions are due to error or fraud may occur and not be detected.
recorded as necessary to permit preparation of financial Also, projections of any evaluation of the internal financial
statements in accordance with generally accepted accounting controls with reference to standalone financial statements
principles, and that receipts and expenditures of the company to future periods are subject to the risk that the internal
are being made only in accordance with authorisations of
financial control with reference to standalone financial
management and directors of the company; and (3) provide
statements may become inadequate because of changes
reasonable assurance regarding prevention or timely
in conditions, or that the degree of compliance with
detection of unauthorised acquisition, use, or disposition
the policies or procedures may deteriorate.
of the company’s assets that could have a material effect
on the financial statements.
Aniruddha Godbole
Mumbai Partner
25 April 2019 Membership No: 105149
129
Rallis India Limited Financial Statements
IV Expenses
Cost of materials consumed 27 93,955.70 70,405.75
Purchases of stock-in-trade 28 14,894.57 23,601.33
Changes in inventories of finished goods, stock-in-trade and work-in-progress 29 (7,237.86) (7,306.27)
Excise duty on sale of goods - 1,751.64
Employee benefits expense 30 13,846.64 12,565.34
Finance costs 31 486.34 329.47
Depreciation and amortisation expense 32 3,928.12 4,057.39
Other expenses 33 31,060.71 27,956.73
Total expenses (IV) 150,934.22 133,361.38
VI Tax expense
(1) Current tax 10 6,125.68 5,895.11
(2) Deferred tax 10 (235.36) (917.95)
Total tax expense (VI) 5,890.32 4,977.16
VII Profit for the year (V-VI) 12,897.83 14,148.59
IX Total comprehensive income for the year (VII + VIII) 12,812.11 14,132.74
131
Rallis India Limited Financial Statements
B. Other equity
Other equity
Other
Reserves & Surplus Comprehensive
Total other
Particulars Income
equity
Securities Retained Capital Capital General Equity
premium earnings reserve redemption reserve instrument
reserve reserve through OCI
As at 1 April, 2017 8,793.88 74,755.94 1,243.10 8,151.77 17,649.93 0.39 110,595.01
Profit for the year - 14,148.59 - - - - 14,148.59
Other Comprehensive Income (Net of taxes) - 181.11 - - - (196.96) (15.85)
Total Comprehensive Income - 14,329.70 - - - (196.96) 14,132.74
Transfer to / (from) retained earnings - (196.96) - - - 196.96 -
Payment of dividends - (7,292.58) - - - - (7,292.58)
Payment of dividend distribution tax - (1,495.20) - - - - (1,495.20)
At 31 March, 2018 8,793.88 80,100.90 1,243.10 8,151.77 17,649.93 0.39 115,939.97
Profit for the year - 12,897.83 - - - - 12,897.83
Other Comprehensive Income (Net of taxes) - 55.69 - - - (141.41) (85.72)
Total Comprehensive Income - 12,953.52 - - - (141.41) 12,812.11
Transfer to / (from) retained earnings - (141.22) - - - 141.22 -
Payment of dividends - (4,861.72) - - - - (4,861.72)
Payment of dividend distribution tax - (999.34) - - - - (999.34)
At 31 March, 2019 8,793.88 87,052.14 1,243.10 8,151.77 17,649.93 0.20 122,891.02
133
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
Tata Chemicals Limited (“Tata Chemicals”) owns - Interest expense will increase due to the unwinding of
50.06% of the Company’s equity share capital as at the effective interest rate implicit in the lease liability.
31 March 2019. Interest expense will be greater earlier in a lease’s
life, due to the higher principal value, causing profit
The financial statements for the year ended 31 March, variability over the term of lease. This effect may be
2019 were approved by the Board of Directors and partially mitigated due to the number of leases held by
authorised for issue on 25 April, 2019. the Company at various stages of their terms; and
2. Recent accounting pronouncement - operating cash flows will be higher and financing
Standards issued but not yet effective cash flows will be lower, as repayment of the principal
Ministry of Corporate Affairs (“MCA”) through portion of all lease liabilities will be classified as
Companies (Indian Accounting Standards) Amendment financing activities.
Rules, 2019 has notified the following new Ind AS which
The Company plans to apply Ind AS 116 initially on
the Company has not applied as they are effective for
1 April 2019, using the modified retrospective approach.
annual periods beginning on or after April 1, 2019:
Therefore, the cumulative effect of adopting Ind AS 116
IND AS 116-Leases: will be recognised as an adjustment to the opening
balance of retained earnings at 1 April 2019, with no
The new standard on leases sets out the principles for the
restatement of comparative information.
recognition, measurement, presentation and disclosure
of the leases. The core objective of this standard is The Company plans to apply the practical expedient
to ensure that lessees and lessors provide relevant to grandfather the definition of a lease on transition.
information in a manner that faithfully represent those This means that it will apply Ind AS 116 to all contracts
transactions. entered into before 1 April 2019 and identified as leases
in accordance with Ind AS 17.
The Company is required to adopt Ind AS 116, Leases
from 1 April, 2019. Ind AS 116 introduces a single, on- In addition to the above, the following amendments to
balance sheet lease accounting model for lessees. A existing standards have been issued, are not yet effective
lessee recognises a right-of-use asset representing its and are not expected to have a significant impact on the
right to use the underlying asset and a lease liability Company’s standalone financial statements:
representing its obligation to make lease payments.
There are recognition exemptions for short-term leases - Amendments to Ind AS 103, Business Combinations,
and leases of low-value items. Lessor accounting remains and Ind AS 111, Joint Arrangements: This interpretation
similar to the current standard – i.e. lessors continue to clarifies how an entity accounts for increasing
classify leases as finance or operating leases. It replaces its interest in a joint operation that meets the definition
existing leases guidance, Ind AS 17, Leases. of a business.
135
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
- Amendments to Ind AS 109, Financial Instruments: Act, 2013, (the ‘Act’) and other relevant provisions
amendments relating to the classification of particular of the Act.
pre payable financial assets.
3.2 Basis of preparation and measurement
- Amendments to Ind AS 12, Income Taxes, clarify that
The Standalone financial statements have been
all income tax consequences of dividends (including
prepared on the historical cost basis, except for certain
payments on financial instruments classified as equity)
financial instruments which are measured at fair values
are recognized consistently with the transactions that
at the end of each reporting period. Historical cost is
generated the distributable profits – i.e. in profit or
based on the fair value of the consideration given in
loss, other comprehensive income or equity. Further
exchange for goods and services.
Appendix C, uncertainty over income tax treatments
has been added to clarify how entities should reflect Fair value is the price that would be received to sell an
uncertainties over income tax treatments, in particular asset or paid to transfer a liability in an orderly transaction
when assessing the outcome a tax authority might between market participants at the measurement date,
reach with full knowledge and information if it were to regardless of whether that price is directly observable or
make an examination. estimated using another valuation technique.
- Amendment to Ind AS 19, Employee Benefits - The The fair value of an asset or a liability is measured using
amendment to Ind AS 19 clarifies that on amendment, the assumptions that market participants would use
curtailment or settlement of a defined benefit plan, the when pricing the asset or liability, assuming that market
current service cost and net interest for the remainder participants act in their economic best interest.
of the annual reporting period are calculated using
updated actuarial assumptions – i.e. consistent with the A fair value measurement of a non-financial asset takes
calculation of a gain or loss on the plan amendment, into account a market participant’s ability to generate
curtailment or settlement. This amendment also clarifies economic benefits by using the asset in its highest and
that an entity first determines any past service cost, or best use or by selling it to another market participant
a gain or loss on settlement, without considering the that would use the asset in its highest and best use.
effect of the asset ceiling. This amount is recognized in
profit or loss. The entity then determines the effect of The Company uses valuation techniques that are
the asset ceiling after plan amendment, curtailment appropriate in the circumstances and for which sufficient
or settlement. Any change in that effect is recognized data are available to measure fair value, maximising the
in other comprehensive income (except for amounts use of relevant observable inputs and minimising the
included in net interest). use of unobservable inputs.
- Amendments to Ind AS 23, Borrowing Costs, clarify All assets and liabilities for which fair value is measured
that the general borrowings pool used to calculate or disclosed in the Standalone sinancial statements are
eligible borrowing costs excludes only borrowings that categorised within the fair value hierarchy, described as
specifically finance qualifying assets that are still under follows, based on the lowest level input that is significant
development or construction. to the fair value measurement as a whole:
Impact on adoption of above changes in standards is • Level 1 - Quoted (unadjusted) market prices in
not material. active markets for identical assets or liabilities
3. Significant accounting policies • Level 2 - Valuation techniques for which the lowest
level input that is significant to the fair value
3.1 Statement of compliance
measurement is directly or indirectly observable
The Standalone financial statements have been prepared
in accordance with Indian Accounting Standards (Ind • Level 3 - Valuation techniques for which the
AS) as per the Companies (Indian Accounting Standards) lowest level input that is significant to the fair value
Rules, 2015 notified under Section 133 of Companies measurement is unobservable
Notes to the standalone financial statements for the year ended 31 March, 2019
3.3 Functional and presentation currency carrying amount of any component accounted for as a
The Standalone financial statements are presented separate asset is derecognised when replaced. All other
in Indian Rupees (INR), which is also the Company’s repairs and maintenance are charged to profit or loss
functional currency. All amounts have been rounded-off during the reporting period in which they are incurred.
to the nearest ` lakhs, unless otherwise indicated.
Assets held under finance leases are depreciated over
3.4 Foreign currency translation their expected useful lives on the same basis as owned
On initial recognition, all foreign currency transactions assets. However, when there is no reasonable certainty
are translated into the functional currency using the that ownership will be obtained by the end of the lease
exchange rates prevailing on the date of the transaction. term, assets are depreciated over the shorter of the lease
As at the reporting date, foreign currency monetary term and useful lives.
assets and liabilities are translated at the exchange rate
prevailing on the Balance Sheet date and the exchange
The residual values, useful life and depreciation
gains or losses are recognised in the Standalone method are reviewed at each financial year-end
Statement of Profit and Loss. to ensure that the amount, method and period of
depreciation are consistent with previous estimates
3.5 Property plant and equipment (PPE) and the expected pattern of consumption of the future
(a) Recognition and measurement economic benefits embodied in the items of property,
plant and equipment.
On adoption of Ind AS, the Company retained
the carrying value for all of its property, plant and
An item of property, plant and equipment is derecognised
equipment as recognised in the financial statements
upon disposal or when no future economic benefits are
as at the date of transition to Ind ASs, measured as per
expected to arise from the continued use of the asset.
the previous GAAP and used that as its deemed cost as
Any gain or loss arising on disposal or retirement of an
permitted by Ind AS 101 ‘First-time Adoption of Indian
item of property, plant and equipment is determined as
Accounting Standards’.
the difference between sales proceeds and the carrying
PPE are initially recognised at cost. The initial cost amount of the asset and is recognised in profit or loss.
of PPE comprises its purchase price, including non- Fully depreciated assets still in use are retained in
refundable duties and taxes net of any trade discounts Standalone financial statements.
and rebates. The cost of PPE includes interest on
borrowings (borrowing cost) directly attributable to (b) Depreciation
acquisition, construction or production of qualifying Depreciation is recognised so as to write off the cost
assets. Subsequent to initial recognition, PPE are of assets (other than freehold land and capital work in
stated at cost less accumulated depreciation (other progress) less their residual values over the useful lives,
than freehold land, which are stated at cost) and using the straight- line method (“SLM”). Management
impairment losses, if any. believes based on a technical evaluation (which is
based on technical advice, taking into account the
Subsequent costs are included in the asset’s carrying nature of the asset, the estimated usage of the asset,
amount or recognised as a separate asset, as appropriate, the operating conditions of the asset, past history
only when it is probable that future economic benefits of replacement, anticipated technological changes,
associated with the item will flow to the Company manufacturers warranties and maintenance support,
and the cost of the item can be measured reliably. The etc.) that the useful lives of the assets reflect the periods
137
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
over which these assets are expected to be used, which purchase price and any directly attributable expenditure.
are as follows: After initial recognition, the Company carries the
investment property at the cost less accumulated
Type/Category of Asset Useful Lives Useful Lives depreciation and accumulated impairment, if any.
(in years) (in years)
– as per – as estimated
The residual value and the useful life of an asset is
Companies by the
Act, 2013 Company reviewed at least at each financial year-end and,
if expectations differ from previous estimates, the
Buildings including 3-60 5-60
factory buildings change(s) is accounted for as a change in an accounting
estimate in accordance with Ind AS 8 – Accounting
General Plant and 8 3-35
Machinery Policies, Changes in Accounting Estimates and Errors.
Electrical Installations and 10 2-32
(b) Depreciation
Equipments
Furniture and Fixtures 10 3-10 After initial recognition, the Company measures all
Office Equipments 5 2-10 of its investment property in accordance with Ind AS
16 – Property, Plant and Equipment requirements for
Vehicles 8 8
cost model. The depreciable amount of an item of
Computer and Data 3-6 1-10
Processing Units investment property is allocated on a systematic basis
over its useful life. The Company provides depreciation
Laboratory Equipments 10 1-19
on the straight line method. The Company believes
Leasehold improvements NA shorter of
that straight line method reflects the pattern in which
lease period
or above the asset’s future economic benefits are expected to be
estimated consumed by the Company. Based on internal technical
useful life evaluation, the management believes useful lives of
the assets are appropriate. The depreciation method
The carrying values of property, plant and equipment is reviewed at least at each financial year-end and, if
are reviewed for impairment when events or changes in there has been a significant change in the expected
circumstances indicate that the carrying value may not be pattern of consumption of the future economic benefits
recoverable. embodied in the asset, the method is changed to reflect
the changed pattern. Such a change is accounted for as
(c) Gain or Loss on Disposal a change in an accounting estimate in accordance with
Any gain or loss on disposal of property, plant and Ind AS 8 – Accounting Policies, Changes in Accounting
equipment is recognised in the Standalone Statement Estimates and Errors.
of Profit and Loss.
The depreciation charge for each period is recognised in
3.6 Investment Property the Standalone Statement of Profit and Loss.
(a) Recognition and Measurement
Land or building held to earn rentals or for capital
The estimated useful lives for the current and
appreciation or both rather than for use in the comparative periods are as follows:
production or supply of goods or services or for
administrative purposes; or sale in the ordinary course Type/Category of Asset Useful Lives Useful Lives
of business is recognised as Investment Property. Land (in years) (in years)
held for undetermined future use is also recognised as – as per – as
Investment Property. Companies estimated by
Act, 2013 the Company
An investment property is measured initially at its Buildings including 60 60
cost. The cost of an investment property comprises its factory buildings
Notes to the standalone financial statements for the year ended 31 March, 2019
(c) Fair Value of the instrument. Financial assets and liabilities are
Fair value of investment property is based on a initially measured at fair value. Transaction costs that
valuation by an independent valuer who holds a are directly attributable to the acquisition or issue
recognised and relevant professional qualification and of financial assets and financial liabilities (other than
has recent experience in the location and category of financial assets and financial liabilities at fair value
the investment property being valued. The fair value of through profit or loss) are added to or deducted from
investment property is disclosed in the Note 5. the fair value measured on initial recognition of financial
asset or financial liability.
(d) Gain or Loss on Disposal
Any gain or loss on disposal of an Investment Property Cash and cash equivalents
is recognised in the Standalone Statement of Profit and The Company considers all highly liquid financial
Loss. instruments, which are readily convertible into known
amounts of cash that are subject to an insignificant
3.7 Other intangible assets
risk of change in value and having original maturities
Other intangible assets are measured on initial of three months or less from the date of purchase, to
recognition at cost and subsequently are carried at be cash equivalents. Cash and cash equivalents consist
cost less accumulated amortisation and accumulated of balances with banks which are unrestricted for
impairment losses, if any. withdrawal and usage.
An intangible asset is derecognised on disposal, or
Financial assets at amortised cost
when no future economic benefits are expected from
use or disposal. Gains or losses on derecognition are Financial assets are subsequently measured at amortised
determined by comparing proceeds with carrying cost if these financial assets are held within a business
amount. These are included in profit or loss within whose objective is to hold these assets in order to collect
other gains/(losses). contractual cash flows and the contractual terms of the
financial asset give rise on specified dates to cash flows
The Company amortises intangible assets with a finite that are solely payments of principal and interest on the
useful life using the straight-line method over the principal amount outstanding.
following range of useful lives:
Financial assets at fair value through other comprehensive
Type/Category of Asset Useful Lives (in years) income (FVTOCI)
– as estimated by the
Company Financial assets are measured at fair value through
Product registrations 4 other comprehensive income if these financial assets
Licenses and commercial rights 4 are held within a business whose objective is achieved
Computer software 1-10 by both collecting contractual cash flows that give rise
on specified dates to solely payments of principal and
The estimated useful life is reviewed annually by the interest on the principal amount outstanding and by
management. selling financial assets.
3.8
Capital work-in-progress and intangible assets
under development The Company has made an irrevocable election to
present subsequent changes in the fair value of equity
Capital work-in-progress/intangible assets under
investments not held for trading in Other Comprehensive
development are carried at cost, comprising direct cost,
Income.
related incidental expenses and attributable borrowing
cost.
Financial assets at fair value through profit or loss (FVTPL)
3.9 Non-derivative financial instruments Financial assets are measured at fair value through profit
Financial assets and liabilities are recognised when the or loss unless it is measured at amortised cost or at fair
Company becomes a party to the contractual provisions value through other comprehensive income on initial
139
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
recognition. The transaction costs directly attributable Instruments, which requires expected lifetime losses to
to the acquisition of financial assets and liabilities at fair be recognised from initial recognition of the receivables.
value through profit or loss are immediately recognised
in profit or loss. PPE and intangibles assets
Property, plant and equipment and intangible assets
Financial liabilities with finite life are evaluated for recoverability whenever
Financial liabilities are measured at amortised cost using there is any indication that their carrying amounts may
the effective interest method. not be recoverable. If any such indication exists, the
recoverable amount (i.e. higher of the fair value less
Equity instruments cost to sell and the value-in-use) is determined on an
An equity instrument is a contract that evidences residual individual asset basis unless the asset does not generate
interest in the assets of the Company after deducting all cash flows that are largely independent of those from
of its liabilities. Equity instruments recognised by the other assets. In such cases, the recoverable amount is
Company are measured at the proceeds received net off determined for the cash generating unit (CGU) to which
direct issue cost. the asset belongs.
Offsetting of financial instruments If the recoverable amount of an asset (or CGU) is
Financial assets and financial liabilities are offset and estimated to be less than its carrying amount, the
the net amount is reported in financial statements if carrying amount of the asset (or CGU) is reduced to its
there is a currently enforceable legal right to offset recoverable amount. An impairment loss is recognised
the recognised amounts and there is an intention to in the Standalone Statement of Profit and Loss.
settle on a net basis, to realise the assets and settle the
An impairment loss is reversed if there has been
liabilities simultaneously.
a change in the estimates used to determine the
3.10 Investments in subsidiaries recoverable amount. Such a reversal is made only to the
extent that the asset’s carrying amount does not exceed
A subsidiary is an entity that is controlled by the
the carrying amount that would have been determined,
Company.
net of depreciation or amortisation, if no impairment
The Company accounts for the investments in equity loss had been recognised.
shares of subsidiaries at cost in accordance with
3.13 Inventories
Ind AS 27- Separate Financial Statements.
Inventories are valued at lower of cost (on weighted
3.11 Derivative financial instruments average basis) and net realisable value after providing
The Company enters into certain derivative contracts to for obsolescence and other losses, where considered
hedge risks which are not designated as hedges. Such necessary. Cost includes all charges in bringing the
contracts are accounted for at fair value through profit goods to their present location and condition, including
or loss and are included in other gains/ (losses). octroi and other levies, transit insurance and receiving
charges. Work-in-progress and finished goods include
3.12 Impairment appropriate proportion of overheads. Net realisable
Financial assets (other than at fair value) value is the estimated selling price in the ordinary course
of business, less the estimated costs of completion and
The Company assesses on a forward looking basis the
the estimated costs necessary to make the sale.
expected credit losses associated with its assets carried
at amortised cost and FVTOCI debt instruments. The 3.14 Revenue recognition
impairment methodology applied depends on whether
there has been a significant increase in credit risk. Revenue is recognised upon transfer of control of
promised goods to customers in an amount that reflects
For trade receivables only, the Company applies the the consideration which the Company expects to
simplified approach permitted by Ind AS 109 Financial receive in exchange for those goods.
Notes to the standalone financial statements for the year ended 31 March, 2019
141
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
increase in line with the expected general inflation on-current assets (and disposal groups) classified as
N
to compensate for the lessor’s inflationary cost held for sale are measured at the lower of their carrying
increases, such increases are recognised in the year amount and fair value less costs to sell.
in which the benefits accrue) provided by the lessor
is recognised as a reduction of rental expense over 3.18 Employee benefit expenses
the lease term on a straight-line basis.
Employee benefits consist of contribution to provident
(ii) Finance Lease: fund, superannuation fund, gratuity fund, compensated
Assets held under finance leases are initially absences, supplemental pay and director pension liability.
recognised as assets of the Company at their fair
value at the inception of the lease or, if lower, 3.18.1.1 Post-employment benefit plans
at the present value of the minimum lease Defined Contribution plans
payments. The corresponding liability to the
Payments to defined contribution retirement
lessor is included in the Balance Sheet as a finance
lease obligation. benefit scheme for eligible employees in the form of
superannuation fund are charged as an expense as they fall
Assets held under finance leases are depreciated due. Such benefits are classified as Defined Contribution
over their expected useful lives on the same basis Schemes as the Company does not carry any further
as owned assets or, where shorter, the term of the obligations, apart from the contributions made.
relevant lease. Lease payments are apportioned
between finance expenses and reduction of the Defined benefit plans
lease obligation so as to achieve a constant rate of
The Company operates various defined benefit plans-
interest on the remaining balance of the liability.
gratuity fund, supplemental pay and director pension
Finance expenses are recognized immediately in
profit or loss, unless they are directly attributable liability.
to qualifying assets, in which case they are
capitalized in accordance with the Company’s The Company also makes contribution towards provident
general policy on borrowing costs. Contingent fund, in substance a defined contribution retirement
rentals are recognised as expenses in the periods benefit plan. The provident fund is administered by the
in which they are incurred. Trustees of the Rallis India Limited Provident Fund. The
rules of the Company’s provident fund administered by
3.17 Non-current assets held for sale the Trust, require that if the Board of Trustees are unable
Non-current assets and disposal groups are classified as to pay interest at the rate declared by the Employees’
held for sale if their carrying amount will be recovered Provident Fund by the Government under para 60 of the
principally through a sale transaction rather than Employees’ Provident Fund Scheme, 1952 for the reason
through continuing use. This condition is regarded that the return on investment is less or for any other
as met only when the asset (or disposal group) is
reason, then the deficiency shall be made good by the
available for immediate sale in its present condition
Company. Having regard to the assets of the fund and
subject only to terms that are usual and customary
the return on the investments, the Company does not
for sales of such asset (or disposal group) and its sale
expect any deficiency as at the year end.
is highly probable. Management must be committed
to the sale, which should be expected to qualify for
recognition as a completed sale within one year from
The liability or asset recognised in the balance
the date of classification. sheet in respect of its defined benefit plans is the
present value of the defined benefit obligation at the
When the Company is committed to a sale plan involving end of the reporting period less the fair value of plan
disposal of an investment, the investment that will be assets. The defined benefit obligation is calculated
disposed of is classified as held for sale when the criteria annually by actuaries using the projected unit
described above are met. credit method.
Notes to the standalone financial statements for the year ended 31 March, 2019
The present value of the said obligation is determined use or sale, and included as part of the cost of that
by discounting the estimated future cash outflows, asset. Investment income earned on the temporary
using market yields of government bonds that have investment of specific borrowings pending their
tenure approximating the tenures of the related liability. expenditure on qualifying assets is deducted from the
borrowing costs eligible for capitalisation. All the other
The interest income / (expense) are calculated by borrowing costs are recognised in the Statement of
applying the discount rate to the net defined benefit Profit and Loss within Finance costs of the period in
liability or asset. The net interest income / (expense) on
which they are incurred.
the net defined benefit liability or asset is recognised in
the Standalone Statement of Profit and loss. 3.20 Segment reporting
Remeasurement gains and losses arising from Operating segments are defined as components of
experience adjustments and changes in actuarial an enterprise for which discrete financial information
assumptions are recognised in the period in which they is available that is evaluated regularly by the chief
occur, directly in other comprehensive income. They operating decision maker, in deciding how to allocate
are included in retained earnings in the Standalone resources and assessing performance. The Company’s
Statement of Changes in Equity and in the Standalone chief operating decision maker is the Managing Director
Balance Sheet. & CEO of the Company.
143
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
Current tax assets and current tax liabilities are offset the effect is material, the provision is discounted to net
when there is a legally enforceable right to set off the present value using an appropriate current market-
recognized amounts and there is an intention to settle based pre-tax discount rate and the unwinding of the
the asset and the liability on a net basis. discount is included in finance costs.
Deferred tax assets and liabilities are measured using Basic EPS is computed by dividing the Profit or loss
the tax rates and tax laws that have been enacted or attributable to the equity shareholders of the Company
substantively enacted by the end of the reporting period by the weighted average number of Ordinary shares
and are expected to apply when the related deferred tax outstanding during the year. Diluted EPS is computed by
asset is realised or the deferred tax liability is settled. adjusting the profit or loss attributable to the ordinary
equity shareholders and the weighted average number
Deferred tax assets and liabilities are offset when there of ordinary equity shares, for the effects of all dilutive
is a legally enforceable right to offset current tax assets potential Ordinary shares.
and liabilities and when the deferred tax balances relate
to the same taxation authority. 3 A. Critical accounting judgements and key sources of
estimation uncertainty
3.22 Accounting of Provisions, Contingent Liabilities and
The preparation of the financial statements in
Contingent Assets conformity with the Ind AS requires management to
Provisions are recognised, when there is a present make judgements, estimates and assumptions that
legal or constructive obligation as a result of past affect the application of accounting policies and the
events, where it is probable that there will be outflow reported amounts of assets, liabilities and disclosures
of resources to settle the obligation and when a reliable as at date of the financial statements and the reported
estimate of the amount of the obligation can be made. amounts of the revenues and expenses for the years
Where a provision is measured using the cash flows presented. The estimates and associated assumptions
estimated to settle the present obligation, its carrying are based on historical experience and other factors that
amount is the present value of those cash flows. Where are considered to be relevant. Actual results may differ
Notes to the standalone financial statements for the year ended 31 March, 2019
from these estimates under different assumptions and plant and equipment at the end of each reporting period.
conditions. During the current financial year, the management has
reassessed the useful lives of certain property, plant
The estimates and underlying assumptions are reviewed and equipment and the impact of the change is not
on an ongoing basis. Revisions to accounting estimates material for the year. There were no changes in residual
are recognized in the period in which the estimate is values of the property, plant and equipment.
revised if the revision affects only that period, or in the
period of the revision and future periods if the revision Allowances for doubtful debts
affects both current and future periods.
The Company makes allowances for doubtful debts
(i) Critical Judgements based on an assessment of the recoverability of trade
and other receivables. The identification of doubtful
In the process of applying the Company’s accounting
debts requires use of judgments and estimates.
policies, management has made the following
Where the expectation is different from the original
judgements, which have the most significant effect on
estimate, such difference will impact the carrying
the amounts recognisd in the financial statements:
value of the trade and other receivables and doubtful
debts expenses in the period in which such estimate
Discount rate used to determine the carrying
has been changed.
amount of the Company’s employee defined benefit
obligation
Allowances for inventories
In determining the appropriate discount rate for
plans operated in India, the management considers Management reviews the inventory age listing on
the interest rates of government bonds in currencies a periodic basis. This review involves comparison of
consistent with the currencies of the post-employment the carrying value of the aged inventory items with
benefit obligation. the respective net realizable value. The purpose is to
ascertain whether an allowance is required to be made
Contingences and commitments in the financial statements for any obsolete and slow-
In the normal course of business, contingent liabilities moving items. Management is satisfied that adequate
may arise from litigations and other claims against allowance for obsolete and slow-moving inventories has
the Company. Where the potential liabilities have a been made in the financial statements.
low probability of crystallising or are very difficult to
quantify reliably, we treat them as contingent liabilities. Liability for sales return
Such liabilities are disclosed in the notes but are not In making judgment for liability for sales return, the
provided for in the financial statements. Although management considered the detailed criteria for the
there can be no assurance regarding the final outcome recognition of revenue from the sale of goods set out in
of the legal proceedings, we do not expect them to Ind AS 115 and in particular, whether the Company had
have a materially adverse impact on our financial transferred to the buyer the significant risk and rewards
position or profitability. of ownership of the goods. Following the detailed
quantification of the Company’s liability towards sales
(ii) Key sources of estimation uncertainty return, the management is satisfied that significant risk
The key assumptions concerning the future, and other and rewards have been transferred and that recognition
key sources of estimation uncertainty at the end of the of the revenue in the current year is appropriate, in
reporting period, that have a significant risk of causing conjunction with the recognition of an appropriate
a material adjustment to the carrying amounts of assets liability for sales return.
and liabilities within the next financial year are discussed
below: Accruals for estimated product returns, which are based
on historical experience of actual sales returns and
Useful lives of property, plant and equipment adjustment on account of current market scenario is
As described in Note 3.5, the Company reviews the considered by Company to be reliable estimate of future
estimated useful lives and residual values of property, sales returns.
145
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
36,208.87 35,481.80
Carrying
Gross block Accumulated depreciation
amount
Balance Reclassfica- Balance Balance Reclassfica- Balance
Description Deductions Deductions Balance as at
as at tion from as at 31 as at tion from as at 31
Additions / Reclassfica- Additions / Reclassfica- 31 March
1 April assets held March 1 April assets held March
tion tion 2019
2018 for sale 2019 2018 for sale 2019
Leasehold land 884.71 - - 1,391.04 2,275.75 156.35 33.74 - 126.14 316.23 1,959.52
1,729.98 - 845.27 - 884.71 214.00 17.41 75.06 - 156.35 728.36
Leasehold improvements 165.11 - - - 165.11 46.01 2.24 - - 48.25 116.86
165.11 - - - 165.11 43.77 2.24 - - 46.01 119.10
Buildings 13,486.35 197.53 2.91 - 13,680.97 1,711.86 643.10 2.91 - 2,352.05 11,328.92
12,875.46 621.11 10.22 - 13,486.35 1,090.87 627.15 6.16 - 1,711.86 11,774.49
Plant and equipment 29,545.21 3,014.80 805.14 - 31,754.87 8,261.48 3,038.87 713.51 - 10,586.84 21,168.03
25,457.50 4,120.36 32.65 - 29,545.21 5,400.46 2,884.91 23.89 - 8,261.48 21,283.73
Furniture and fixtures 454.57 47.98 4.13 - 498.42 224.34 72.02 4.13 - 292.23 206.19
380.16 74.41 - - 454.57 151.43 72.91 - - 224.34 230.23
Vehicles 17.20 9.70 12.56 - 14.34 11.09 4.29 12.56 - 2.82 11.52
21.97 - 4.77 - 17.20 9.64 5.76 4.31 - 11.09 6.11
Office equipments 259.55 57.33 16.06 - 300.82 156.00 44.34 15.39 - 184.95 115.87
215.11 63.08 18.64 - 259.55 128.25 46.04 18.29 - 156.00 103.55
Equipment under finance 36.97 - 0.23 - 36.74 7.19 6.08 - - 13.27 23.47
lease
38.11 - 1.14 - 36.97 1.06 6.13 - - 7.19 29.78
Total 44,849.67 3,327.34 841.03 1,391.04 48,727.02 10,574.32 3,844.68 748.50 126.14 13,796.64 34,930.38
40,883.40 4,878.96 912.69 - 44,849.67 7,039.48 3,662.55 127.71 - 10,574.32 34,275.35
footnotes:
1. Cost of buildings includes cost of 30 shares (31 March, 2018 - 30 shares) of ` 50 each fully paid in respect of ownership flats in 3
(31 March, 2018- 3 flats) Co-operative Societies.
2. Buildings include assets carried at ` 0.82 lakhs (31 March, 2018 ` 0.88 lakhs) where the conveyance in favor of the Company has not been completed.
3. Plant and equipment includes general plant and machinery, electrical installations and equipments, laboratory equipments and computers
and data processing units. In addition, the Company’s obligations under finance leases are secured by the lessor’s title to the leased assets.
4. Leasehold land include assets carried at ` 1,451.28 lakhs (as at 31 March, 2018 ` 209.56 lakhs) for which the Company is in process of obtaining
an extension for the fulfilment of pre-conditions of lease upon expiry of timeline.
5. The Company has not capitalised any borrowing cost during the current year (31 March, 2018 - Nil).
6. The Company has not recognised any impairment loss during the current year (31 March, 2018 - Nil).
7. The figures in italics are for the previous year.
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
5: Investment property
As at As at
31 March, 2019 31 March, 2018
Carrying amounts of:
Freehold land 244.91 244.91
Buildings 304.95 313.06
Total 549.86 557.97
Carrying
Gross block Accumulated depreciation
amount
Description Balance as at Balance as Balance as Balance as at Balance as at
1 April Additions Deductions at 31 March at 1 April Additions Deductions 31 March 31 March
2018 2019 2018 2019 2019
Freehold land 244.91 - - 244.91 - - - - 244.91
244.91 - - 244.91 - - - - 244.91
Buildings 337.19 - - 337.19 24.13 8.11 - 32.24 304.95
337.19 - - 337.19 16.03 8.10 - 24.13 313.06
Total 582.10 - - 582.10 24.13 8.11 - 32.24 549.86
582.10 - - 582.10 16.03 8.10 - 24.13 557.97
footnotes:
1. Buildings includes 10 flats (31 March, 2018 - 10 flats)which are classified as Investment property by the Company in accordance with
IND AS-40 “Investment Property’’.
2. Cost of buildings includes cost of 35 shares (31 March, 2018 - 35 shares) of ` 50 each fully paid and cost of 7 shares (31 March, 2018- 7 shares)
of ` 100 each fully paid in respect of ownership flats in 7 (31 March, 2018- 7 flats) Co-operative Societies.
3. The Company has not capitalised any borrowing cost during the current year (31 March, 2018 - Nil).
4. The Company has not recognised any impairment loss during the current year (31 March, 2018 - Nil).
5. Total fair value of Investment Property is ` 31,356.16 lakhs (31 March, 2018 ` 31,356.16 lakhs).
6. The figures in italics are for the previous year.
The fair value measurement for all of the investment property has been categoried as a level 3 fair value based on the inputs to
the valuation techniques used.
147
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Carrying
Gross block Accumulated depreciation
amount
Description Balance as Additions Deductions Balance as Balance as Additions Deductions Balance as Balance as
at 1 April at 31 March at 1 April at 31 March at 31 March
2018 2019 2018 2019 2019
Product registrations 928.56 143.44 55.36 1,016.64 739.88 63.41 21.08 782.21 234.43
902.74 25.82 - 928.56 604.05 135.83 - 739.88 188.68
Licences and commercial rights 609.70 - - 609.70 609.70 - - 609.70 -
609.70 - - 609.70 373.68 236.02 - 609.70 -
Computer software 117.02 6.57 - 123.59 52.72 11.92 - 64.64 58.95
96.27 20.75 - 117.02 37.83 14.89 - 52.72 64.30
Total 1,655.28 150.01 55.36 1,749.93 1,402.30 75.33 21.08 1,456.55 293.38
1,608.71 46.57 - 1,655.28 1,015.56 386.74 - 1,402.30 252.98
footnotes:
1. The Company has not capitalised any borrowing cost during the current year (31 March, 2018 - Nil).
2. The Company has recognised impairment loss during the current year ` 34.28 lakhs (31 March, 2018 - Nil).
3. The figures in italics are for the previous year.
7: Investments
Nominal No. of As at No. of As at
value (in `) shares 31 March, shares 31 March,
2019 2018
Non-current
Quoted equity instruments (all fully paid)
Investments carried at fair value through other
comprehensive income (FVTOCI)
Spartek Ceramics India Ltd. 10 7,226 - 7,226 -
Nagarjuna Finance Ltd. 10 400 - 400 -
Pharmaceuticals Products of India Limited 10 10,000 - 10,000 -
Balasore Alloys Ltd. 5 504 0.12 504 0.24
J.K. Cement Ltd. 10 44 0.38 44 0.45
Total aggregate quoted investments A 0.50 A 0.69
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
149
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
8: Loans*
(Unsecured, considered good)
As at As at
31 March, 2019 31 March, 2018
Non-current
Security deposits 484.51 385.27
Total 484.51 385.27
* There is no amount due from director, other officer of the Company or firms in which any director is a partner or private companies in which
any director is a director or member at anytime during the reporting period.
(ii) Current
a) Advances/deposits considered doubtful of recovery (refer note 1) 3,946.60 3,933.25
Less: Provision for doubtful loans and advances (3,946.60) (3,933.25)
b) Interest accrued on fixed deposits with bank 14.90 4.18
c) Derivative assets
Forward exchange contracts for hedging 79.32 171.02
d) Others 363.88 375.94
Total 458.10 551.14
* There is no amount due from director, other officer of the Company or firms in which any director is a partner or private companies in which
any director is a director or member at anytime during the reporting period.
Note 1:
Includes a sum of ` Nil (as at 31 March, 2018 ` 18.61 lakhs) being amount due from Rallis Chemistry Exports Ltd., a wholly owned subsidiary.
The maximum amount outstanding during the year was ` 18.61 lakhs (as at 31 March, 2018 ` 18.61 lakhs).
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Reconciliation of the tax expense and the accounting profit for the year is as follows:-
Particulars For the year ended For the year ended
31 March, 2019 31 March, 2018
Profit before tax 18,788.15 19,125.75
Income tax expense calculated @34.944% (PY @ 34.608%) 6,565.33 6,619.04
Effect of income that is exempt fom taxation (99.11) (160.64)
Effect of expenses that are not deductible in determining taxable profit 145.53 145.06
Effect of concessions (research & developments and others allowances) (814.05) (851.62)
Effect of lower tax rates for the long term capital gain 87.40 (743.45)
Others 15.49 109.37
5,900.59 5,117.76
Adjustments recognised in the current year in relation to the current tax of prior years (10.27) (140.60)
Income tax expense recognised in the Standalone Statement of Profit and Loss 5,890.32 4,977.16
151
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Fair value of equity instruments through other comprehensive income (141.41) (196.96)
Tax (expense) benefit - -
Net of tax (141.41) (196.96)
Total other comprehensive income (net of taxes) (85.72) (15.85)
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
(iii) No trade or other receivable are due from directors or other officers of the Company either severally or jointly with any other person. Nor any
trade or other receivables are due from firms or private companies respectively in which any director is a partner, a director or a member.
(iv) Movement in the expected credit loss allowance
Particulars As at As at
31 March, 2019 31 March, 2018
Balance at the beginning of the year 555.83 408.46
Less: amount collected and hence reversal of provision - 11.83
Less: balances written off during the year 212.44 -
Add: provision made during the year 259.93 159.20
Balance at the end of the year 603.32 555.83
(v) Bank overdrafts, cash credit facility and short-term loan from bank are secured by first paripassu charge on inventories (including raw
material, finished goods and work-in-progress) and book debts (refer note 11 and 19).
153
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
As at As at
31 March, 2019 31 March, 2018
Current
Statutory dues receivable from government authorities
Goods and Services Tax receivable 5,679.68 5,783.72
Custom duty 42.85 14.40
Export benefit receivable 1,362.04 1,062.32
Inventory recoverable 3,225.93 2,556.12
Advances recoverable
Advances to suppliers 623.02 329.24
Advances to employees 106.06 115.86
Others 413.65 370.36
Prepaid lease rental 89.74 89.74
Prepaid expenses 126.67 141.44
Total 11,669.64 10,463.20
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
footnotes:
a. Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the year:
d. Details of shares held by each shareholder holding more than 5% shares in the Company:
Number of fully paid % holding of
equity shares equity shares
Tata Chemicals Limited
As at 31 March, 2018 9,73,41,610 50.06%
As at 31 March, 2019 9,73,41,610 50.06%
Rakesh Jhunjhunwala
As at 31 March, 2018 1,88,05,820 9.67%
As at 31 March, 2019 1,79,80,820 9.25%
e. As per records of the Company as at 31 March, 2019, no calls remain unpaid by the directors and officers of the Company.
155
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
General reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. As the general
reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income ,
items included in the general reserve will not be reclassified subsequently to profit or loss.
Amount received on issue of shares in excess of the par value has been classified as security share premium.
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
The Company has elected to recognise changes in the fair value of investments in equity instruments in other
comprehensive income. These changes are accumulated within the FVTOCI equity investments within equity.
The balance in Other Comprehensive Income is transferred to retained earnings on disposal of the investment.
As at 31 March, 2018
Particulars Amount Terms of Repayment Rate of interest
outstanding
Unsecured term loan from bank 1,500.00 The loan is repayable in 20 quarterly installments. The 8.35%
repayment begins after a moratorium period of 24 months.
The first repayment of ` 75.00 lakhs falls due in May 2018.
The balance outstanding as at 31 March, 2019 is ` 1,200 lakhs (as at 31 March, 2018 ` 1,500 lakhs) of which ` 300 lakhs (as at 31 March,
2018 ` 300 lakhs) has been grouped under note 22- other current financial liabilities, which are payable in next 12 months.
157
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
159
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
23: Provisions
As at As at
31 March, 2019 31 March, 2018
Non-current
Supplemental pay (refer note 2) 1,364.89 1,431.68
Directors pension liability (refer note 2) 663.60 -
Total 2,028.49 1,431.68
Current
Supplemental pay (refer note 2) 220.93 195.66
Directors pension liability (refer note 2) 59.32 -
Gratuity (refer note 2) 176.59 124.51
Compensated absences (refer note 2) 854.86 833.03
Provisions for indirect taxes (refer note 1) 237.32 227.32
Total 1,549.02 1,380.52
Note 1: Provision held in respect of indirect tax matters in dispute
On an evaluation of each of its disputed claims, the Company holds an overall provision for contingency in respect of certain indirect tax matters
in dispute which, as at the year-end, aggregates ₹ 237.32 lakhs ( as at 31 March, 2018 ₹ 227.32 lakhs). The movement during the year is as under:
Particulars As at As at
31 March, 2019 31 March, 2018
Opening Balance as at 1 April 227.32 193.82
Additional provisions made during the year 10.00 33.50
Total 237.32 227.32
Payments made adjusted against above sum - -
Closing Balance as at 31 March 237.32 227.32
Note 2:
The provision for employee benefits includes gratuity, supplemental pay on retirement, director pension liability and compensated absences. The
increase/decrease in the carrying amount of the provision for the current year is mainly on account of net impact of incremental charge for current
year and benefits paid in the current year due to retirement and resignation of employees . For other disclosures, refer note 37.
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
161
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
The Company has determined its business segment as “Agri -Inputs” comprising of Pesticides, Plant Growth Nutrients, Organic
Compost and Seeds .The other segment includes “Polymer” and other non reportable elements.
163
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Particulars As at As at
31 March, 2019 31 March, 2018
Segment liabilities
Agri Inputs 46,766.27 47,073.93
Others 166.22 174.41
Total segment liabilities 46,932.49 47,248.34
Unallocated 13,749.88 8,212.57
Total liabilities 60,682.37 55,460.91
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
For the purpose of monitoring segment performance and allocation resources between segments:
- All assets are allocated to reportable segments other than investments, other financial assets, non current tax assets, fixed
deposits and interest accrued thereon.
- All liabilities are allocated to reportable segments other than borrowings, other financial liabilities, interest accrued on
loans, provision for supplemental pay, Director pension liability, unpaid dividend, current and deferred tax liabilities.
Geographical information
The Company operates in two principal geographical areas - India and outside India
The Company’s revenue from continuing operations from external customers by location of operations and information about
its non-current assets* by location of assets are detailed below:
165
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Particulars Future value of minimum lease payments Present value of minimum lease payments
As at As at As at As at
31 March, 2019 31 March, 2018 31 March, 2019 31 March, 2018
Not Later than one year 9.78 9.78 9.32 9.35
Later than one year and not later than five years 14.00 23.79 11.72 19.47
Later than five years - - - -
23.78 33.57 21.04 28.82
Less: interest element of minimum lease (2.74) (4.75) - -
payment
Present value of minimum lease payments 21.04 28.82 21.04 28.82
Amount recognised as expense and included in the Note 30 - in the head “Contribution to Provident and other funds”
for 31 March, 2019 ` 294.46 lakhs ( for 31 March, 2018 ` 256.62 lakhs).
The Company makes provident fund contributions to defined contribution retirement benefit plans for eligible employees.
Under the scheme, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits.
The contributions as specified under the law are paid to the provident fund set up as a trust by the Company in case of
certain locations. The Company is liable for contributions and any deficiency compared to interest computed based on the
rate of interest declared by the Central Government under the Employees’ Provident Fund Scheme, 1952 and recognises, if
any, as an expense in the year it is determined.
These plans typically expose the Company to actuarial risk such as: investment risk, interest rate risk, longevity risk and
salary risk
Investment risk:
The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference
to market yields at the end of the reporting period on government bonds. If the return on plan asset is below this rate,
it will create plan deficit.
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Interest risk:
A decrease in the bond interest rate will increase the plan liability; however, this will be partially offset by an increase in the
plan assets.
Longevity risk:
The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of
plan participants both during and after their employment. An increase in the life expectancy of the plan participants will
increase the plan’s liability.
Salary risk
The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan participants.
As such, an increase in the salary of the plan participants will increase the plan’s liability.
The principal assumptions used for the purpose of actuarial valuation were as follows.
Particulars For the year ended For the year ended
31 March, 2019 31 March, 2018
Discount rates 7.69% p.a. 7.78% p.a.
Expected rate of salary increase 8.00% p.a. 8.00% p.a.
Average longevity at retirement age for current beneficiaries of the plan (years)* 8.49 Years 8.61 Years
Average longevity at retirement age for current employees 12 Years 13 Years
(future beneficiaries of the plan) (years)
* Based on Indian standard mortality table with modification to reflect expected changes in mortality.
Amount recognised in the Standalone Statement of Profit and Loss in respect of these defined benefit plans are as follows
The current service cost and the net interest expenses for the year are included in the Employee benefits expense line item
in the Standalone Statement of Profit and Loss. The remeasurement of the net defined benefit liability/asset is included in Other
Comprehensive Income.
167
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
The amount included in the Balance Sheet arising from the entity’s obligation in respect of its defined benefit plans is as
follows:
Movements in the present value of the defined benefit obligation are as follows
The plan assets are managed by the Gratuity Trust formed by the Company. The management of funds is entrusted with the
Life Insurance Corporation of India (“LIC”).
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
The fair value of the plan assets at the end of the reporting period for each category, are as follow:
Significant actuarial assumptions for the determination of the defined benefit obligation are discount rate, expected salary
increase and mortality. The sensitivity analysis below have been determined based on reasonably possible changes of the
respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.
1. If the discounting rate is 100 basis point higher (lower), the defined benefit obligation would decrease by ` 332.96 lakhs
(increase by ` 392.43 lakhs) (as at 31 March, 2018: decrease by ` 299.58 lakhs (increase by ` 342.70 lakhs)).
2. If the expected salary growth increases (decreases) by 1%, the defined benefit obligation would increase by ` 217.41 lakhs
(decrease by ` 184.25 lakhs) (as at 31 March, 2018: increase by ` 224.91 lakhs (decrease by ` 200.03 lakhs)).
3. If the life expectancy increases (decreases) by 1 year, the defined benefit obligation would increase by ` 37.43 lakhs
(decrease by ` 37.91 lakhs) (as at 31 March, 2018: increase by` 38.40 lakhs (decrease by`38.90 lakhs)).
The sensitivity analysis presented above may not representative of the actual change in the defined benefit obligation as it is
unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated
using “Projected Unit Credit” method at the end of the reporting period which is the same as that applied in calculating the
defined benefit obligation liability recognised in Balance Sheet.
169
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
There were no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.
The Company expects to make a contribution of ` 176.59 lakhs (as at 31 March, 2018 ` 124.50 lakhs) to the defined benefit plans
during the next financial year.
The defined benefit obligations shall mature after year ended 31 March, 2019 as follows:
The Company operates Provident Fund Scheme and the contributions are made to recognised fund. The Company is
required to offer a defined benefit interest rate guarantee on provident fund balances of employees. The interest rate guarantee
is payable to the employees for the year when the exempted fund declares a return on provident fund investments which is
less than the rate declared by the Regional Provident Fund Commissioner (RPFC) on the provident fund corpus for their own
subscribers. The Actuary has provided a valuation for provident fund liabilities on the basis of guidance issued by Actuarial
Society of India and based on the below provided assumptions there is no shortfall as on March 31, 2019 and March 31, 2018.
Amount recognised as expense and included in the Note 30 - in the head “Contribution to Provident and other funds”
for 31 March, 2019 ` 233.18 lakhs ( for 31 March, 2018 ` 213.29 lakhs).
The details of provident fund and plan asset position are given below:
Particulars As at As at
31 March, 2019 31 March, 2018
Plan assets as period end 8,142.68 7,112.52
Present value of funded obligation 7,771.78 6,764.91
Amount recognised in the Balance Sheet - -
Assumptions used in determining present value of obligation of interest rate guarantee under a deterministic approach:
As at 31 March, 2019, the fair value of the assets of the fund and the accumulated members’ corpus is ` 8,142.68 lakhs and
` 7,771.78 lakhs respectively. In accordance with an assets and liability study, there is no deficiency as the present value of the
expected future earnings on the fund is greater than the expected amount to be credited to the individual members based on
the expected guaranteed rate of interest.
Compensatory absences
The Company provides for the encashment of leave or leave with pay subject to certain rules. The employees are entitled to
accumulate leave subject to certain limits, for future encashment. The liability is provided based on the number of days of unutilized
leave at each balance sheet date on the basis of an independent actuarial valuation. Amount of ` 142.47 lakhs (31 March, 2018
` 195.52 lakhs) has been recognised in the Standalone Statement of profit and loss on account of provision for long-term
employment benefit
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
38:
Financial instruments
Capital management
The Company manages its capital to ensure that the Company will be able to continue as going concern while maximising the
return to stakeholders through optimisation of debt and equity balance.
The capital structure of the Company consists of net debt (borrowings as detailed in notes 18,19 and 22 offset by cash and bank
balances) and total equity of the Company.
The Company is not subject to any externally imposed capital requirements.
Gearing Ratio
The gearing ratio at the end of the reporting period was as follows
Particulars As at As at
31 March, 2019 31 March, 2018
Debt (i) 7,086.41 2,121.41
Cash and bank balances (3,748.32) (569.16)
Net debt 3,338.09 1,552.25
Total equity 1,24,835.73 1,17,884.68
Net debt to equity ratio 2.67% 1.32%
(i) Debt is defined as long-term borrowings, short-term borrowings and current maturities of long term borrowings (excluding
financial guarantee contracts), as described in notes 18,19 and 22.
As at 31 March, 2019
Carrying amount Fair value measurement using
Total FVTPL FVTOCI Amortised Total Quoted Significant Significant
Particulars cost prices in observable unobservable
active market inputs inputs
(Level 1) (Level 2) (Level 3)
Financial assets
Cash and cash equivalents 3,490.93 - - 3,490.93 - - - -
Other bank balances 257.39 - - 257.39 - - - -
Non-current investments 378.84 - 378.84 - 378.84 0.50 - 378.34
(excluding investment in subsidiaries)
Current investments 5,949.34 5,949.34 - - 5,949.34 - 5,949.34 -
Loans 484.51 - - 484.51 484.51 - - 484.51
Other non current financial assets 21.42 - - 21.42 21.42 - - 21.42
Trade receivables 41,697.36 - - 41,697.36 - - - -
Other current financial assets 458.10 79.32 - 378.78 79.32 - 79.32 -
Financial liabilities
Non-current borrowings 1,466.50 - - 1,466.50 1,466.50 - - 1,466.50
(excluding current portion)
Current borrowings 5,295.86 - - 5,295.86 - - - -
Trade payables 35,956.82 - - 35,956.82 - - - -
Other current financial liabilities 8,789.10 - - 8,789.10 - - - -
There have been no transfers among Level 1, Level 2 and Level 3 during the year.
171
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
As at 31 March, 2018
There have been no transfers among Level 1, Level 2 and Level 3 during the previous year.
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Reconciliation of fair value measurement of investment in unquoted equity instrument classified as FVTOCI (Level 3):
Particulars As at As at
31 March, 2019 31 March, 2018
Opening balance 378.34 40.70
Remeasurement recognised in OCI - -
Purchases - 337.64
Sales - -
Closing balance 378.34 378.34
The use of financial derivatives is governed by the Company’s policies approved by the board of directors, which provide written
principles on foreign exchange risk, interest rate risk, credit risk, the use of financial derivatives and non-derivatives financial
instruments, and the investment of excess liquidity. Compliance with policies and exposure limits is reviewed by the internal
auditors on a continuous basis. The Company does not enter into or trade financial instrument, including derivative financial
instruments, for speculative purposes.
The corporate treasury function reports quarterly to the Company’s risk management committee, an independent body that
monitors risks and policies implemented to mitigate risk exposures.
Market risk
The Company’s activities expose it primarily to the financial risk of changes in foreign currency exchange rates. The Company
enters into a variety of derivative financial instruments to manage its exposure to foreign currency risk including:
Forward foreign exchange contracts to hedge the exchange rate risk arising on imports and exports.
The carrying amounts of the Company’s foreign currency dominated monetary assets and monetary liabilities at the end of the
reporting period are as follows:
173
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
The Company, in accordance with its risk management policies and procedures, enters into foreign currency forward contracts
to manage its exposure in foreign exchange rate variations. The counter party is generally a bank. These contracts are for a period
between one day and one year. The above sensitivity does not include the impact of foreign currency forward contracts which
largly mitigate the risk.
Derivative instruments:
The Company uses foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating
to accounts receivable and accounts payable. The use of foreign currency forward contracts is governed by the Company’s
strategy approved by the Board of Directors, which provide principles on the use of such forward contracts consistent with the
Company’s Risk Management Policy. The Company does not use forward contracts for speculative purposes.
The following forward exchange contracts are outstanding as at balance sheet date:
The line item in the Balance Sheet that includes the above hedging instruments are “other financial assets and other financial
liabilities.
Equity risk
There is no material equity risk relating to the Company’s equity investments which are detailed in note 7 “Other investments”.
The Company’s equity investments majorly comprises of strategic investments rather than trading purposes.
Interest risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument that will fluctuate because of changes in
market rates. The Company’s exposure to the risk of changes in market rates relates primarily to the Company’s non-current debt
obligation with floating interest rates. The Company’s policy is generally to undertake non-current borrowing using facilities that
carry floating interest rate. Moreover,the short-term borrowings of the Company do not have a significant fair value or cash flow
interest rate risk due to their short tenure.
175
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
At the end of reporting period, the Company had the following variable interest rate borrowings and fixed interest rate financial assets:
Particulars As at As at
31 March, 2019 31 March, 2018
Non-current variable interest rate borrowings 1,221.04 1,528.82
Current variable interest rate borrowings 5,295.86 14.59
Fixed interest rate financial assets 101.69 180.92
The credit risk on investment in mutual funds and derivative financial instruments is limited because the counter parties are
reputed banks or funds sponsored by reputed bank.
All current financial liabilities are repayable within one year. The contractual maturities of non-current liabilities are disclosed in
note no. 18.
As at 31 March, 2018
Borrowings including future interest payable 444.28 1,607.49 382.12 2,433.89 2,121.41
Trade payables 36,865.37 - - 36,865.37 36,865.37
Other financial liabilities 7,420.76 - - 7,420.76 7,420.76
44,730.41 1,607.49 382.12 46,720.02 46,407.54
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
1. Holding Company
Name of holding Country Holding
As at As at
31 March, 2019 31 March, 2018
Tata Chemicals Ltd. India 50.06% 50.06%
2. List of Subsidiaries
Name of subsidiaries Country Holding
As at As at
31 March, 2019 31 March, 2018
Direct
Rallis Chemistry Exports Ltd.* India - 100.00%
Metahelix Life Science Ltd. India 100.00% 100.00%
Zero Waste Agro Organics Ltd. India 100.00% 100.00%
Indirect
PT. Metahelix Lifesciences Indonesia Indonesia 65.77% 65.77%
* During the year ended 31 March, 2019, Rallis Chemistry Exports Ltd. has made an application to the Registrar of Companies for removal of its
name from the Register of Companies, hence investment has been written off from books of accounts,however it is continued to be subsidiary
of the Company till the time removal of its name from the Register of Companies.
5. Promoter Group
Tata Sons Private Limited
177
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
7. Trading transactions
During the year, Company entered into following trading transactions with related parties:
Sale of goods to related parties were made at the Company’s usual list prices, less average discounts. Purchases were made at
market price discounted to reflect the quantity of goods purchased and the relationship between the parties.
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
8. Service transactions
Particulars Services rendered Services received
For the year ended For the year ended For the year ended For the year ended
31 March, 2019 31 March, 2018 31 March, 2019 31 March, 2018
Holding Company
Tata Chemicals Ltd. 49.26 - 0.35 0.89
Investor of Holding Company
Tata Sons Private Ltd. - - 270.10 229.71
Subsidiaries of the Company
Metahelix Life Science Ltd. 108.16 74.53 - -
Zero Waste Agro Organics Ltd. 99.87 98.56 105.37 138.48
Subsidiaries of Tata Sons Private Ltd.
Tata AIG General Insurance Co. Ltd. - - 17.84 19.22
Tata Consultancy Services Ltd. - - 96.76 314.56
Ecofirst Services Ltd. - - 4.30 4.93
Advinus Therapeutics Ltd.* - 6.93 - 20.58
TC Travels & Services Ltd. - - - 0.12
Tata Teleservices Ltd. - - 11.23 14.06
Tata Africa Services (Nigeria) Ltd. - - - 0.26
Tata Capital Financial Services Ltd. - - - 1.58
TASEC Limited - - 11.33 -
Tata Strategic Management Group - - 89.54 -
(Division of Tata Industries Limited)
* Advinus Therapeutics Ltd cease to be related party from 5 October, 2017.
Services were received at market price and any discount to reflect the relationship between the parties.
9. Investment transactions
Particulars Investment made Investment sold
For the year ended For the year ended For the year ended For the year ended
31 March, 2019 31 March, 2018 31 March, 2019 31 March, 2018
Impetis Biosciences Ltd.(w.e.f. 5 October, 2017) - 337.63 - -
Advinus Therapeutics Ltd. - - - 1,828.60
Rallis Chemistry Exports Ltd. 19.60 - - -
179
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
The following balances were outstanding at the end of the reporting period:-
Particulars Amounts owed by related parties Amounts owed to related parties
As at As at As at As at
31 March, 2019 31 March, 2018 31 March, 2019 31 March, 2018
Holding Company
Tata Chemicals Ltd. 49.26 - 70.60 17.79
Subsidiaries of the Company
Metahelix Life Science Ltd. 106.78 122.27 101.87 94.78
Zero Waste Agro Organics Ltd. - - 160.57 256.73
Subsidiaries of Tata Sons Private Limited
Tata AIG General Insurance Co. Ltd. 0.70 0.44 - -
Tata Consultancy Services Ltd. - - - 6.67
Tata Teleservices (Maharashtra) Ltd. - - 0.02 0.24
Tata Consulting Engineers Ltd. 11.79 - - -
Tata Strategic Management Group - - 59.24 -
(Division of Tata Industries Limited)
The amounts outstanding are unsecured and will be settled in cash. No guarantees have been given or taken during the year
except as below. No expense has been recognised in the current or prior years for bad & doubtful debts in respect of the amounts
owed by related parties.
It does not include balances which were provided in earlier years (refer note 9).
The Company had issued a corporate guarantee to debenture trustee in respect of issuance of debentures of ` 27,000.00 lakhs
by Advinus Therapeutics Ltd. (Advinus), to the extent of 16.89% of the total subscription of debentures issued by Advinus.
The guarantee had been released during the previous year on 5 October, 2017. The Company’s maximum exposure in this
respect is ` Nil as at 31 March, 2019 ( as at 31 March, 2018: ` Nil).
The remuneration of key management personnel is determined by the remuneration committee having regard to the
performance of individuals and market trends. It is exclusive of gratuity and compensated absence.
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
a. Tax contingencies
mounts in respect of claims asserted by various revenue authorities on the Company, in respect of taxes, which are in
A
dispute, have been tabulated below:
Nature of tax As at As at
31 March, 2019 31 March, 2018
Sales tax 1,311.47 1,370.75
Excise duty 515.35 525.70
Customs duty 144.10 144.10
Income tax 6,542.32 6,299.72
Service tax 61.01 60.26
The management believes that the claims made are untenable and is contesting them. As of the reporting date, the
management is unable to determine the ultimate outcome of above matters. However, in the event the revenue authorities
succeed with enforcement of their assessments, the Company may be required to pay some or all of the asserted claims and
the consequential interest and penalties, which would reduce net income and could have a material adverse effect on net
income in the respective reported period.
Management is generally unable to reasonably estimate a range of possible loss for proceedings or disputes other than those
included in the estimate above, including where:
(i) plaintiffs / parties have not claimed an amount of money damages, unless management can otherwise determine an
appropriate amount;
(ii) the proceedings are in early stages;
(iii) there is uncertainty as to the outcome of pending appeals or motions or negotiations;
(iv) there are significant factual issues to be resolved; and/or
(v) there are novel legal issues presented.
However, in respect of the above matters, management does not believe, based on currently available information,
that the outcomes of the litigation, will have a material adverse effect on the Company’s financial condition, though
the outcomes could be material to the Company’s operating results for any particular period, depending, in part,
upon the operating results for such period.
c. “The Hon’ble Supreme Court of India (“SC”) by their order dated February 28, 2019, in the case of Surya Roshani Limited &
others v/s EPFO, set out the principles based on which allowances paid to the employees should be identified for inclusion
in basic wages for the purposes of computation of Provident Fund contribution. Subsequently, a review petition against this
decision has been filed and is pending before the SC for disposal.
In view of the management, the liability for the period from date of the SC order to 31 March 2019 is not significant and has
been provided in the books of account. Further, pending decision on the subject review petition and directions from the
EPFO, the impact for the past period, if any, is not ascertainable and consequently no effect has been given in the accounts.
181
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
41: Commitments
(i) Estimated amount of contracts remaining to be executed on capital account of property, plant and equipment is ` 1,454.11
lakhs as at 31 March, 2019 (as at 31 March, 2018: ` 483.46 lakhs) and Other intangible assets is ` 6.41 lakhs as at 31 March,
2019 (as at 31 March, 2018: ` 89.05 lakhs) against which advances paid aggregate ` 84.07 lakhs as at 31 March, 2019
(as at 31 March, 2018: ` 53.50 lakhs).
Particulars (Refer footnote) For the year ended For the year ended
31 March, 2019 31 March, 2018
On property, plant and equipment 124.54 65.78
On items which have been expensed during the year
- Materials 127.55 138.36
- Employee benefits expense 910.32 964.70
- Professional fees 43.64 55.75
- Consumables 24.38 27.54
- Finance costs 0.57 1.05
- Travelling expenses 53.52 70.65
- Rent 40.60 38.28
- Depreciation and amortisation expense 236.48 350.59
- Others 393.94 211.38
Expenses - External agency 19.38 20.85
Total 1,974.92 1,944.93
During the year, the Company has also incurred ₹ 4.60 lakhs (31 March, 2018 ₹ 43.58) towards capital research and development
expenditure which is included under capital work-in-progress. The total amount included in capital work-in-progress as at
31 March 2019 is ₹ 1,278.49 lakhs (as at 31 March, 2018 ₹ 1,206.45 lakhs).
footnote:
The above figures include the amounts based on separate accounts for the Research and Developments (“R&D”) Centre recognised by the
Department of Scientific & Industrial Research (“DSIR”), Ministry of Science and Technology for in-house research (consonance with the DSIR
guidelines for in-house R & D Centre will be evaluated at the time of filing the return with DSIR).
Recoverable taxes which is being claimed for set-off as input credit has not been included in the expenditure above.
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
* During the year ended 31 March, 2019, the Company has made an application to the Registrar of Companies for removal of its name from
the Register of Companies, hence investment has been written off from books of accounts.
45: Disclosure as per Regulation 53 (F) of SEBI (Listing Obligation and Disclosure Requirements) Regulations
Name of party Relationship Amount Amount Maximum balance Maximum balance
outstanding outstanding outstanding outstanding
as at as at during the year during the year
31 March, 2019 31 March, 2018 31 March, 2019 31 March, 2018
Metahelix Life Science Ltd. Wholly Owned 101.87 94.78 1,642.86 1,491.50
Subsidiary Company
Zero Waste Agro Organics Ltd. Wholly Owned 160.57 256.73 255.12 256.73
Subsidiary Company
46: Dislosure under Ind AS 115 - Revenue from contracts with customers
The Company is engaged into manufacturing of agri inputs.There is no impact on the Company’s revenue on applying Ind AS 115 from the
contract with customers.
Disaggregation of revenue from contracts with customers
183
Rallis India Limited Financial Statements
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Major segment
Notes to the standalone financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
47: Trade payable includes amount payable to Micro, Small and Medium Enterprises as follows
Particulars As at As at
31 March, 2019 31 March, 2018
(i) Principal amount remaining unpaid to any supplier at the end of the accounting year* 275.59 481.21
(ii) Interest due thereon remaining unpaid to any supplier at the end of the accounting year - -
(iii) the amount of interest paid by the buyer in terms of section 16 of the Micro, Small and - -
Medium Enterprises Development Act, 2006 (27 of 2006), along with the amount of the
payment made to the supplier beyond the appointed day during each accounting year
(iv) the amount of interest due and payable for the period of delay in making payment (which - -
has been paid but beyond the appointed day during the year) but without adding the
interest specified under the Micro, Small and Medium Enterprises Development Act, 200
(v) the amount of interest accrued and remaining unpaid at the end of each accounting - -
year
(vi) the amount of further interest remaining due and payable even in the succeeding years, - -
until such date when the interest dues above are actually paid to the small enterprise,
for the purpose of disallowance of a deductible expenditure under section 23 of the
Micro, Small and Medium Enterprises Development Act, 2006.
* out of above, amount overdue is ₹ Nil (31 March, 2018 ₹ Nil)
Dues to Micro and Small Enterprises have been determined to the extent such parties have been identified on the basis of
information collected by the Management.
185
Rallis India Limited Financial Statements
48: The gross amount required to be spent by the Company during the year towards Corporate Social Responsibility (CSR) as
per the provision of section 135 of the Companies Act, 2013 amounts to ₹ 384.70 lakhs (31 March, 2018 ₹ 388.00 lakhs).
Amount spent during the year on CSR activities (included in Note 30 and Note 33 of the Statement of Profit and Loss) as
under
49: The Company made a contribution to an electoral trust of ` 500 lakhs (31 March, 2018 ` Nil) which is included in other
expenses.
51: The MCA wide notification dated 11 October, 2018 has amended Schedule Ill to the Companies Act, 2013 in respect of
certain disclosures. The Company has incorporated appropriate changes in the above results.
Report on the audit of the Consolidated Financial and other comprehensive income, consolidated changes in
Statements equity and consolidated cash flows for the year then ended.
Opinion
Basis for Opinion
We have audited the accompanying consolidated financial
We conducted our audit of the consolidated financial
statements of Rallis India Limited (hereinafter referred to as
statements in accordance with the Standards on Auditing
‘the Holding Company’) and its subsidiaries (the Holding
(SAs) specified under Section 143 (10) of the Act. Our
Company and its subsidiaries together referred to as “the
responsibilities under those SAs are further described in
Group”), which comprise the consolidated balance sheet as at
the Auditors’ Responsibility for the Audit of the Consolidated
31 March 2019, the consolidated statement of profit and loss
Financial Statements section of our report. We are independent
(including other comprehensive income), the consolidated
of the Group in accordance with the Code of Ethics issued by
statement of changes in equity and the consolidated
the Institute of Chartered Accountants of India, and we have
statement of cash flows for the year then ended, and notes to
fulfilled our other ethical responsibilities in accordance with
the consolidated financial statements, including a summary
provisions of the Act. We believe that the audit evidence
of significant accounting policies and other explanatory
we have obtained and evidence obtained by the other
information (hereinafter referred to as “the consolidated
auditors in terms of their reports referred to in the ‘Other
financial statements”).
Matters’ paragraph below, is sufficient and appropriate to
In our opinion and to the best of our information and provide a basis for our opinion on the consolidated
according to the explanations given to us, and based on financial statements.
the consideration of reports of other auditors on separate
Key Audit Matters
financial statements of such subsidiaries as were audited
by the other auditors, the aforesaid consolidated financial Key audit matters are those matters that, in our professional
statements give the information required by the Companies judgment, were of most significance in our audit of the
Act, 2013 (‘the Act’) in the manner so required and give a true consolidated financial statements of the current period.
and fair view in conformity with the accounting principles These matters were addressed in the context of our audit
generally accepted in India, of the consolidated state of affairs of the consolidated financial statements as a whole, and
of the Group as at 31 March 2019, of its consolidated profit in forming our opinion thereon, and we do not provide a
separate opinion on these matters.
Revenue recognition
The Key Audit Matter How the matter was addressed in our audit
Revenue is measured based on transaction price, which Our audit procedures included following:
is the consideration, adjusted for rebates, discounts, - Understanding the process followed by the management for the
incentives (scheme allowances) and estimated sales purpose of identifying and determining the amount of provision
returns. As disclosed in Note 3.16 to the consolidated of sales returns and accrual for rebates and schemes;
financial statements, revenue is recognised upon
transfer of control of promised goods to customers in - Checking of completeness and accuracy of the data used by the
an amount that reflects the consideration which the management for the purpose of calculation of the provision for
Group expects to receive in exchange for those goods. sales returns and checking of its arithmetical accuracy;
Sales return estimation - Comparison between the estimate of the provision for sales
As disclosed in Note 3.16 to the consolidated financial returns created in the past with subsequent actual sales returns
statements, revenue is recognised net of sales returns. and analysis of the nature of any deviations to corroborate the
effectiveness of the management estimation process;
Estimation of sales returns involves significant
judgement and estimates due to its dependency on - Considering the appropriateness of the Group’s accounting policies
various internal and external factors. regarding revenue recognition as they relate to accounting for
Estimation of sales return amount together with the rebates, discounts and scheme allowances;
level of judgement involved makes its accounting - Testing the Group’s process and controls over the calculation of
treatment a significant matter for our audit. rebates, discounts and scheme allowance;
187
Rallis India Limited Financial Statements
The Key Audit Matter How the matter was addressed in our audit
Accrual for rebates and schemes - Selecting a samples of revenue transactions and scheme circular
Revenue is recognised net of rebates, discounts, to re-check that rebates, discounts and scheme allowance were
incentives (scheme allowances) and estimated calculated in accordance with the eligibility criteria mentioned in
sales returns owed to the customers based on the the scheme circular;
arrangement with customers.
- Selecting a sample of claims submitted by customers along with
The recognition and measurement of rebates, claim form and verifying it with the accrual made in the books of
discounts and schemes allowances, including account; and
establishing an appropriate accrual at year end,
involves significant judgement and estimates, - Considering the assumptions and judgements used by the
particularly the expected level of claims of each of the Group in calculating rebates, discounts and schemes allowances,
customers. including the level of expected claims, by reviewing historical
The value of rebates, discounts and schemes trends of claims.
allowances together with the level of judgement
involved make its accounting treatment a significant
matter for our audit.
Impairment testing of other intangible assets and intangible assets under development
The Key Audit Matter How the matter was addressed in our audit
The Group’s intangible assets comprised goodwill and Our audit procedures in respect of impairment testing of goodwill
product registrations. included the following:
The carrying amount of the intangible assets and - Review the appropriateness of management’s basis to identify
intangible assets under development represents relevant CGUs for which Goodwill is being tested;
2.18% of the Group’s total assets. - Testing the mathematical accuracy of the discounted cash flow
Impairment testing of goodwill model and evaluation of the assumptions and methodologies
As required by Ind AS - 36 ‘Impairment of Assets’, used by the Group;
the Group annually tests the amount of goodwill for
- In respect of forecasts, we:
impairment where indicators of impairment exist
using a discounted cash flow model to estimate the • Assessed the subsidiaries current year actual results in
recoverable value. This impairment test is significant comparison with prior year forecasts to assess forecast
to our audit because the assessment process is accuracy;
complex and judgement is based on assumptions • ssessed the Group’s assumptions for growth rate in the
A
such as expected growth rate, expected profitability impairment model in comparison to economic and industry
and future market or economic conditions. forecast; and
Other intangible assets and intangible assets • Assessed the discount rates through comparing the cost of
under development capital for the Group with comparable business.
The Group applies for product registrations in different - We assessed the adequacy of the Group’s disclosures of those
countries to sell its products. The Group capitalises assumptions used for impairment testing of goodwill.
costs incurred to apply for product registrations.
Our audit procedures in respect of impairment testing of intangible
The value of intangible assets was identified as a assets (including those under development) included the following:
key audit matter as the Group’s annual impairment
assessment contains significant judgments involving - Inquired with management about its intention and probability to
forecasting and discounting future cash flows. It also obtain product registrations in the respective geographies;
involves likelihood of obtaining product registration. - Compared management’s assessment with the past trend
The impairment assessment is based on each product product registrations awarded; and
registrations value in use. - Testing the mathematical accuracy of the discounted cash flow
Due to significance and magnitude of the costs model and evaluation of the assumptions and methodologies
capitalised this was considered a key audit matter. used by the Group.
189
Rallis India Limited Financial Statements
• Conclude on the appropriateness of management’s use requirements regarding independence, and to communicate
of the going concern basis of accounting in preparation with them all relationships and other matters that may
of consolidated financial statements and, based on reasonably be thought to bear on our independence, and
the audit evidence obtained, whether a material where applicable, related safeguards.
uncertainty exists related to events or conditions that
may cast significant doubt on the appropriateness F rom the matters communicated with those charged with
of this assumption. If we conclude that a material governance, we determine those matters that were of
uncertainty exists, we are required to draw attention most significance in the audit of the consolidated financial
in our auditor’s report to the related disclosures in the statements of the current period and are therefore the key
consolidated financial statements or, if such disclosures audit matters. We describe these matters in our auditors’
are inadequate, to modify our opinion. Our conclusions report unless law or regulation precludes public disclosure
are based on the audit evidence obtained up to the about the matter or when, in extremely rare circumstances,
date of our auditor’s report. However, future events or we determine that a matter should not be communicated
conditions may cause the Group (Holding Company and in our report because the adverse consequences of doing
subsidiaries) to cease to continue as a going concern. so would reasonably be expected to outweigh the public
• E valuate the overall presentation, structure and content interest benefits of such communication.
of the consolidated financial statements, including the
Other Matters
disclosures, and whether the consolidated financial
statements represent the underlying transactions and a) We have not audited the financial statements of Rallis
events in a manner that achieves fair presentation. Chemistry Exports Limited, Zero Waste Agro-Organics
Limited and PT Metahelix Life Sciences Indonesia whose
• Obtain sufficient appropriate audit evidence regarding financial statement reflect total assets of ` 2,362.11
financial information of such entities or business
lakhs as at 31 March 2019, total revenue of ` 1,244.62
activities within the Group to express an opinion on the
lakhs and net cash flows amounting to ` 3.65 lakhs
consolidated financial statements, of which we are the
for the year ended on that date, as considered in the
independent auditors. We are responsible for direction,
consolidated financial statements. These standalone
supervision and performance of the audit of the financial
financial statements have been audited by other
information of such entities.
auditors whose reports have been furnished to us by
For the other entities included in the consolidated the Management and our opinion on the consolidated
financial statements, which have been audited by other financial statements, in so far as it relates to the amounts
auditors, such other auditors remain responsible for the and disclosures included in respect of these subsidiaries,
direction, supervision and performance of the audits and our report in terms of Section 143 (3) of the Act, in
carried out by them. We remain solely responsible for so far as it relates to the aforesaid subsidiaries, is based
our audit opinion. Our responsibilities in this regard are solely on the reports of the other auditors.
further described in para (a) of the section titled ‘Other
Matters’ in this audit report. b) One subsidiary is located outside India whose financial
statements and other financial information have been
e believe that the audit evidence obtained by us along with
W prepared in accordance with accounting principles
the consideration of audit reports of the other auditors referred generally accepted in that country and which have
to in sub-paragraph (a) of the Other Matters paragraph below, been audited by other auditor under generally accepted
is sufficient and appropriate to provide a basis for our audit auditing standards applicable in that country. The
opinion on the consolidated financial statements. Holding Company’s management has converted the
financial statements of such subsidiary located outside
e communicate with those charged with governance of
W
India from accounting principles generally accepted in
the Holding Company and such other entities included in
that country to accounting principles generally accepted
the consolidated financial statements of which we are the
in India. We have audited this conversion adjustment
independent auditors regarding, among other matters, the
planned scope and timing of the audit and significant audit made by the Holding Company’s management. Our
findings, including any significant deficiencies in internal opinion in so far as it related to the balances and affairs
control that we identify during our audit. of such subsidiary located outside India is based on the
report of other auditors and the conversion adjustments
e also provide those charged with governance with a
W prepared by the management of the Holding Company
statement that we have complied with relevant ethical and audited by us.
(a) We have sought and obtained all the information i. the consolidated financial statements disclose the
and explanations, which to the best of our impact of pending litigations on the consolidated
knowledge and belief, were necessary for the financial position of the Group – Refer Note 41 to
purposes of our audit of the aforesaid consolidated the consolidated financial statements;
financial statements; ii. the Holding Company and its subsidiary companies
(b) In our opinion, proper books of account as required did not have any long-term contracts, including
by law relating to preparation of the aforesaid derivative contracts, for which there were any
consolidated financial statements have been kept material foreseeable losses; and
so far as it appears from our examination of those iii. there has been no delay in transferring amounts,
books and the reports of the other auditors; required to be transferred, to the Investor Education
(c) The consolidated balance sheet, the consolidated and Protection Fund by the Holding Company and
statement of profit and loss (including other its subsidiary companies incorporated in India
comprehensive income), the consolidated during the year ended 31 March 2019.
statement of changes in equity and the (C) With respect to the matter to be included in the Auditors’
consolidated statement of cash flows dealt with Report under Section 197(16):
by this report are in agreement with the relevant
books of account maintained for the purpose In our opinion and according to the information and
of preparation of the consolidated financial explanations given to us and based on the reports of
statements; the statutory auditors of such subsidiary companies
incorporated in India which were not audited by us,
(d) in our opinion, the aforesaid consolidated financial the remuneration paid during the current year by
statements comply with the Indian Accounting the Holding Company and its subsidiary companies
Standards (Ind AS) prescribed under Section 133 of incorporated in India to its directors is in accordance
the Act; with the provisions of Section 197 of the Act. The
(e) on the basis of the written representations received remuneration paid to any director by the Holding
from the directors of the Holding Company as Company and its subsidiary companies incorporated in
on 31 March 2019 taken on record by the Board India is not in excess of the limit laid down under Section
of Directors of the Holding Company and the 197 of the Act. The Ministry of Corporate Affairs has not
reports of the statutory auditors of its subsidiary prescribed other details under Section 197(16) which
companies incorporated in India, none of the are required to be commented upon by us.
directors of the Group companies incorporated
in India are disqualified as on 31 March 2019 from For B S R & Co. LLP
being appointed as a director in terms of Section Chartered Accountants
164 (2) of the Act; and Firm’s Registration No: 101248W/W-100022
191
Rallis India Limited Financial Statements
Annexure A to the
Independent Auditors’ Report – 31 March, 2019
Report on the Internal Financial Controls with reference the respective company’s policies, the safeguarding of its
to the aforesaid consolidated financial statements under assets, the prevention and detection of frauds and errors, the
Clause (i) of Sub-section 3 of Section 143 of the Companies accuracy and completeness of the accounting records, and
Act, 2013 (“the Act”) the timely preparation of reliable financial information, as
required under the Act.
(Referred to in paragraph (A)(f) under ‘Report on Other
Legal and Regulatory Requirements’ section of our report Auditors’ Responsibility
of even date)
Our responsibility is to express an opinion on the internal
Opinion financial controls with reference to consolidated financial
In conjunction with our audit of the consolidated financial statements based on our audit. We conducted our audit in
statements of Rallis India Limited (“the Holding Company”) as accordance with the Guidance Note and the Standards on
of and for the year ended 31 March 2019, we have audited Auditing, prescribed under section 143(10) of the Act, to the
the internal financial controls with reference to consolidated extent applicable to an audit of internal financial controls
financial statements of the Holding Company and its with reference to consolidated financial statements. Those
subsidiary companies incorporated in India (the Holding Standards and the Guidance Note require that we comply
Company and its subsidiary companies incorporated in India with ethical requirements and plan and perform the audit
together referred to as the “Group”), as of that date. to obtain reasonable assurance about whether adequate
internal financial controls with reference to consolidated
In our opinion, the Holding Company and such subsidiary financial statements were established and maintained and if
companies incorporated in India, have, in all material such controls operated effectively in all material respects.
respects, adequate internal financial controls with reference
to consolidated financial statements and such internal Our audit involves performing procedures to obtain audit
financial controls were operating effectively as at 31 March evidence about the adequacy of the internal financial controls
2019, based on the internal financial controls with reference with reference to consolidated financial statements and
to consolidated financial statements criteria established their operating effectiveness. Our audit of internal financial
by such companies considering the essential components controls with reference to consolidated financial statements
of such internal controls stated in the Guidance Note on included obtaining an understanding of internal financial
Audit of Internal Financial Controls Over Financial Reporting controls with reference to consolidated financial statements,
issued by the Institute of Chartered Accountants of India (the assessing the risk that a material weakness exists, and testing
“Guidance Note”). and evaluating the design and operating effectiveness of the
internal controls based on the assessed risk. The procedures
Management’s Responsibility for Internal Financial selected depend on the auditor’s judgement, including
Controls the assessment of the risks of material misstatement of the
The respective company’s management and the Board of consolidated financial statements, whether due to fraud
Directors are responsible for establishing and maintaining or error.
internal financial controls with reference to consolidated
financial statements based on the criteria established by the We believe that the audit evidence we have obtained and the
respective company considering the essential components audit evidence obtained by the other auditors of the relevant
of internal control stated in the Guidance Note. These subsidiary companies incorporated in India, in terms of their
responsibilities include the design, implementation and reports referred to in the Other Matters paragraph below,
maintenance of adequate internal financial controls that is sufficient and appropriate to provide a basis for our audit
were operating effectively for ensuring the orderly and opinion on the internal financial controls with reference to
efficient conduct of its business, including adherence to consolidated financial statements.
Meaning of Internal Financial Controls with reference to Inherent Limitations of Internal Financial Controls with
consolidated financial statements reference to consolidated financial statements
A company’s internal financial control with reference to Because of the inherent limitations of internal financial
financial statements is a process designed to provide controls with reference to consolidated financial statements,
reasonable assurance regarding the reliability of financial including the possibility of collusion or improper management
reporting and the preparation of financial statements for override of controls, material misstatements due to error or
external purposes in accordance with generally accepted fraud may occur and not be detected. Also, projections of any
accounting principles. A company’s internal financial control evaluation of the internal financial controls with reference
reference to financial statements includes those policies and to consolidated financial statements to future periods are
procedures that (1) pertain to the maintenance of records subject to the risk that the internal financial controls with
that, in reasonable detail, accurately and fairly reflect the reference to consolidated financial statements may become
transactions and dispositions of the assets of the company; (2) inadequate because of changes in conditions, or that the
provide reasonable assurance that transactions are recorded degree of compliance with the policies or procedures may
as necessary to permit preparation of financial statements in deteriorate.
accordance with generally accepted accounting principles,
and that receipts and expenditures of the company are being Other Matters
made only in accordance with authorizations of management Our aforesaid report under clause (i) of sub-section 3 of
and directors of the company; and (3) provide reasonable Section 143 of the Act on the adequacy and operating
assurance regarding prevention or timely detection of effectiveness of the internal financial controls with reference
unauthorised acquisition, use, or disposition of the company’s to consolidated financial statements insofar as it relates to
assets that could have a material effect on the financial subsidiary companies incorporated in India, is based solely
statements. on the report of the auditors of the subsidiary companies
incorporated in India.
Aniruddha Godbole
Mumbai Partner
25 April, 2019 Membership No: 105149
193
Rallis India Limited Financial Statements
IV Expenses
Cost of materials consumed 28 1,19,529.09 90,177.47
Purchases of stock-in-trade 29 11,642.09 20,178.15
Changes in inventories of finished goods, stock-in-trade and work-in-progress 30 (14,018.10) (10,118.61)
Excise duty on sale of goods - 1,751.64
Employee benefits expense 31 18,063.56 16,489.93
Finance costs 32 524.74 430.53
Depreciation and amortisation expense 33 4,607.81 4,631.08
Other expenses 34 39,085.53 35,921.38
Total expenses (IV) 1,79,434.71 1,59,461.57
VI Tax expense 10
(1) Current tax 6,875.99 6,631.68
(2) Deferred tax (327.94) (631.11)
Total tax expense (VI) 6,548.05 6,000.57
VII Profit for the year (V-VI) 15,478.39 16,701.69
195
Rallis India Limited Financial Statements
B. Other equity
197
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
199
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
- Amendments to Ind AS 109, Financial Instruments: (Indian Accounting Standards) Rules, 2015 notified
amendments relating to the classification of particular under Section 133 of Companies Act, 2013, (the ‘Act’)
pre payable financial assets. and other relevant provisions of the Act.
- Amendments to Ind AS 12, Income Taxes, clarify that 3.2 Basis of preparation and measurement
all income tax consequences of dividends (including
The Consolidated Financial Statements have been
payments on financial instruments classified as equity)
prepared on the historical cost basis, except for certain
are recognized consistently with the transactions that
financial instruments which are measured at fair values
generated the distributable profits – i.e. in profit or
at the end of each reporting period. Historical cost is
loss, other comprehensive income or equity. Further
based on the fair value of the consideration given in
Appendix C, uncertainty over income tax treatments exchange for goods and services.
has been added to clarify how entities should reflect
uncertainties over income tax treatments, in particular Fair value is the price that would be received to sell an
when assessing the outcome a tax authority might asset or paid to transfer a liability in an orderly transaction
reach with full knowledge and information if it were to between market participants at the measurement date,
make an examination. regardless of whether that price is directly observable or
estimated using another valuation technique.
- Amendment to Ind AS 19, Employee Benefits - The
amendment to Ind AS 19 clarifies that on amendment, The fair value of an asset or a liability is measured using
curtailment or settlement of a defined benefit plan, the the assumptions that market participants would use
current service cost and net interest for the remainder when pricing the asset or liability, assuming that market
of the annual reporting period are calculated using participants act in their economic best interest.
updated actuarial assumptions – i.e. consistent with the
calculation of a gain or loss on the plan amendment, A fair value measurement of a non-financial asset takes
curtailment or settlement. This amendment also clarifies into account a market participant’s ability to generate
that an entity first determines any past service cost, or economic benefits by using the asset in its highest and
a gain or loss on settlement, without considering the best use or by selling it to another market participant
that would use the asset in its highest and best use.
effect of the asset ceiling. This amount is recognized in
profit or loss. The entity then determines the effect of
The Group uses valuation techniques that are
the asset ceiling after plan amendment, curtailment appropriate in the circumstances and for which sufficient
or settlement. Any change in that effect is recognized data are available to measure fair value, maximising the
in other comprehensive income (except for amounts use of relevant observable inputs and minimising the
included in net interest). use of unobservable inputs.
- Amendments to Ind AS 23, Borrowing Costs, clarify All assets and liabilities for which fair value is measured
that the general borrowings pool used to calculate or disclosed in the Consolidated Financial Statements
eligible borrowing costs excludes only borrowings that are categorised within the fair value hierarchy, described
specifically finance qualifying assets that are still under as follows, based on the lowest level input that is
development or construction. significant to the fair value measurement as a whole:
Impact on adoption of above changes in standards is Level 1 - Quoted (unadjusted) market prices in
not material. active markets for identical assets or liabilities
Level 2 - Valuation techniques for which the lowest
3. Significant accounting policies level input that is significant to the fair value
3.1 Statement of compliance measurement is directly or indirectly observable
The Consolidated Financial Statements of the Group
Level 3 — Valuation techniques for which the
have been prepared in accordance with Indian lowest level input that is significant to the fair value
Accounting Standards (Ind AS) as per the Companies measurement is unobservable
Notes to the Consolidated financial statements for the year ended 31 March, 2019
The list of companies, controlled directly or indirectly by the Holding Company which are included in the consolidated financial
statements are as under:
Name Relationship Country of Ownership Interest
Incorporation 31 March, 2019 31 March, 2018
Rallis Chemistry Exports Limited Subsidiary India 100% 100%
Zero Waste Agro-Organics Limited Subsidiary India 100% 100%
Metahelix Life Sciences Limited Subsidiary India 100% 100%
PT Metahelix Life Sciences Indonesia Subsidiary Indonesia 65.77% 65.77%
3.4 Business combinations the equity interests issued by the Group in exchange
Acquisitions of businesses are accounted for using the of control of the acquiree. Acquisition-related costs are
acquisition method. The consideration transferred in a recognised in profit or loss as incurred.
business combination is measured at fair value, which is
calculated as the sum of the acquisition-date fair values At the acquisition date, the identifiable assets acquired
of the assets transferred by the Group, liabilities incurred and the liabilities assumed are recognised at their fair
by the Group to the former owners of the acquiree and value, except that:
201
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
deferred tax assets or liabilities, and assets hen the consideration transferred by the Group
W
or liabilities related to employee benefit in a business combination includes assets or
arrangements are recognised and measured in liabilities resulting from a contingent consideration
accordance with Ind AS 12 Income Taxes and Ind arrangement, the contingent consideration is
AS 19 Employee Benefits respectively; and measured at its acquisition-date fair value and
included as part of the consideration transferred in a
assets (or disposal groups) that are classified as business combination. Changes in the fair value of the
held for sale in accordance with Ind AS 105 Non- contingent consideration that qualify as measurement
current Assets Held for Sale and Discontinued period adjustments are adjusted retrospectively, with
Operations are measured in accordance with that corresponding adjustments against goodwill or capital
Standard. reserve, as the case maybe. Measurement period
Goodwill is measured as the excess of the sum of the adjustments are adjustments that arise from additional
consideration transferred, the amount of any non- information obtained during the ‘measurement period’
controlling interests in the acquiree, and the fair value (which cannot exceed one year from the acquisition
of the acquirer’ s previously held equity interest in the date) about facts and circumstances that existed at the
acquiree (if any) over the net of the acquisition-date acquisition date.
amounts of the identifiable assets acquired and the The subsequent accounting for changes in the fair value
liabilities assumed. of the contingent consideration that do not qualify as
In case of a bargain purchase, before recognising a measurement period adjustments depends on how the
gain in respect thereof, the Group determines whether contingent consideration is classified.
there exists clear evidence of the underlying reasons Contingent consideration that is classified as equity is
for classifying the business combination as a bargain not remeasured at subsequent reporting dates and its
purchase. Thereafter, the Group reassesses whether subsequent settlement is accounted for within equity.
it has correctly identified all of the assets acquired Contingent consideration that is classified as an asset
and all of the liabilities assumed and recognises any or a liability is remeasured at fair value at subsequent
additional assets or liabilities that are identified in that reporting dates with the corresponding gain or loss
reassessment. The Group then reviews the procedures being recognised in profit or loss.
used to measure the amounts that Ind AS requires for
the purposes of calculating the bargain purchase. If the When a business combination is achieved in stages, the
gain remains after this reassessment and review, the Group’s previously held equity interest in the acquiree
Group recognises it in other comprehensive income and is remeasured to its acquisition-date fair value and
accumulates the same in equity as capital reserve. This the resulting gain or loss, if any, is recognised in profit
gain is attributed to the acquirer. If there does not exist or loss. Amounts arising from interests in the acquiree
clear evidence of the underlying reasons for classifying prior to the acquisition date that have previously
the business combination as a bargain purchase, been recognised in other comprehensive income are
the Group recognises the gain, after reassessing and reclassified to profit or loss where such treatment would
reviewing (as described above), directly in equity as be appropriate if that interest were disposed off.
capital reserve.
If the initial accounting for a business combination
Non-controlling interests that are present ownership is incomplete by the end of the reporting period in
interests and entitle their holders to a proportionate which the combination occurs, the Group reports
share of the entity’s net assets in the event of liquidation provisional amounts for the items for which the
may be initially measured either at fair value or at the accounting is incomplete. Those provisional amounts
non-controlling interests’ proportionate share of the are adjusted during the measurement period (see
recognised amounts of the acquiree’s identifiable net above), or additional assets or liabilities are recognised,
assets. The choice of measurement basis is made on a to reflect new information obtained about facts and
transaction-by-transaction basis. Other types of non- circumstances that existed at the acquisition date that, if
controlling interests are measured at fair value or, when known, would have affected the amounts recognised at
applicable, on the basis specified in another Ind AS. that date.
Notes to the Consolidated financial statements for the year ended 31 March, 2019
3.5 Goodwill PPE are initially recognised at cost. The initial cost
Goodwill arising on an acquisition of a business is carried of PPE comprises its purchase price, including non-
at cost as established at the date of acquisition of the refundable duties and taxes net of any trade discounts
business less accumulated impairment losses, if any. and rebates. The cost of PPE includes interest on
borrowings (borrowing cost) directly attributable to
For the purposes of impairment testing, goodwill is acquisition, construction or production of qualifying
allocated to each of the Group’s cash-generating units assets. Subsequent to initial recognition, PPE are stated
(or groups of cash-generating units) that is expected to at cost less accumulated depreciation (other than
benefit from the synergies of the combination.
freehold land, which are stated at cost) and impairment
A cash-generating unit to which goodwill has been losses, if any.
allocated is tested for impairment annually, or more
Subsequent costs are included in the asset’s carrying
frequently when there is an indication that the unit may
amount or recognised as a separate asset, as appropriate,
be impaired. If the recoverable amount of the cash-
generating unit is less than its carrying amount, the only when it is probable that future economic benefits
impairment loss is allocated first to reduce the carrying associated with the item will flow to the Group and the
amount of any goodwill allocated to the unit and then to cost of the item can be measured reliably. The carrying
the other assets of the unit pro rata based on the carrying amount of any component accounted for as a separate
amount of each asset in the unit. Any impairment loss asset is derecognised when replaced. All other repairs
for goodwill is recognised directly in profit or loss. An and maintenance are charged to profit or loss during the
impairment loss recognised for goodwill is not reversed reporting period in which they are incurred.
in subsequent periods.
Assets held under finance leases are depreciated over
On disposal of the relevant cash-generating unit, the their expected useful lives on the same basis as owned
attributable amount of goodwill is included in the assets. However, when there is no reasonable certainty
determination of the profit or loss on disposal. that ownership will be obtained by the end of the lease
term, assets are depreciated over the shorter of the lease
3.6 Foreign and presentation currency
term and useful lives.
The Consolidated financial statements are presented in
Indian Rupees (INR), which is also the Groups’s functional The residual values, useful life and depreciation method
currency. All amounts have been rounded-off to the are reviewed at each financial year end to ensure that
nearest ` lakhs, unless otherwise indicated. the amount, method and period of depreciation are
consistent with previous estimates and the expected
3.7 Foreign currency translation pattern of consumption of the future economic
On initial recognition, all foreign currency transactions benefits embodied in the items of property, plant and
are translated into the functional currency using the equipment.
exchange rates prevailing on the date of the transaction.
As at the reporting date, foreign currency monetary
An item of property, plant and equipment is
assets and liabilities are translated at the exchange rate derecognised upon disposal or when no future
prevailing on the Balance Sheet date and the exchange economic benefits are expected to arise from the
gains or losses are recognised in the Consolidated continued use of the asset. Any gain or loss arising on
Statement of profit and loss. disposal or retirement of an item of property, plant and
equipment is determined as the difference between
3.8 Property plant and equipment (PPE) sales proceeds and the carrying amount of the asset
a) Recognition and measurement and is recognised in profit or loss. Fully depreciated
On adoption of Ind AS , the Group retained the carrying assets still in use are retained in Consolidated financial
value for all of its property, plant and equipment as statements.
recognised in the consolidated financial statements as
(b) Depreciation
at the date of transition to Ind ASs, measured as per
the previous GAAP and used that as its deemed cost as Depreciation is recognised so as to write off the cost
permitted by Ind AS 101 ‘First-time Adoption of Indian of assets (other than freehold land and capital work in
Accounting Standards’. progress) less their residual values over the useful lives,
203
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
using the straight- line method (“SLM”). Management 3.9 Investment Property
believes based on a technical evaluation (which is (a) Recognition and Measurement
based on technical advice, taking into account the
Land or building held to earn rentals or for capital
nature of the asset, the estimated usage of the asset,
appreciation or both rather than for use in the production
the operating conditions of the asset, past history
of replacement, anticipated technological changes, or supply of goods or services or for administrative
manufacturers warranties and maintenance support, purposes; or sale in the ordinary course of business
etc.) that the revised useful lives of the assets reflect is recognised as Investment Property. Land held for a
the periods over which these assets are expected to be currently undetermined future use is also recognised as
used, which are as follows: Investment Property.
Type/Category of Asset Useful Lives Useful Lives An investment property is measured initially at its
(in years) (in years) cost. The cost of an investment property comprises
– as per – as its purchase price and any directly attributable
Companies estimated by expenditure. After initial recognition, the Group carries
Act, 2013 the Group the investment property at the cost less accumulated
Rallis India Limited and depreciation and accumulated impairment, if any.
other subsidiaries
Buildings including 3-60 5-60 The residual value and the useful life of an asset is
factory buildings reviewed at least at each financial year end and, if
General Plant and 10-20 3-35 expectations differ from previous estimates, the
Machinery change(s) is accounted for as a change in an accounting
Electrical Installations and 10-20 2-32 estimate in accordance with Ind AS 8 – Accounting
Equipments Policies, Changes in Accounting Estimates and Errors.
Furniture and Fixtures 10 3-10
Office Equipments 5 2-10 (b) Depreciation
Vehicles 10 8 After initial recognition, the Group measures all of its
Computer and Data 3-6 1-10 investment property in accordance with Ind AS 16 –
Processing Units Property, Plant and Equipment requirements for cost
Laboratory Equipments 10-20 1-19 model. The depreciable amount of an item of investment
property is allocated on a systematic basis over its useful
Leasehold improvements NA shorter of
life. The Group provides depreciation on the straight line
lease period
or estimated method. The Group believes that straight line method
useful life reflects the pattern in which the asset’s future economic
Metahelix Life Sciences benefits are expected to be consumed by the Group.
Limited Based on internal technical evaluation, the management
Factory building 30-60 25 belives useful lives of the assets are appropriate. The
Seed processing machine 10-20 15 depreciation method is reviewed at least at each financial
year end and, if there has been a significant change
Laboratory Equipments 10-20 10
in the expected pattern of consumption of the future
The carrying values of property, plant and equipment economic benefits embodied in the asset, the method is
are reviewed for impairment when events or changes in changed to reflect the changed pattern. Such a change is
circumstances indicate that the carrying value may not accounted for as a change in an accounting estimate in
be recoverable. accordance with Ind AS 8 – Accounting Policies, Changes
in Accounting Estimates and Errors.
(c ) Gain or Loss on disposal
Any gain or loss on disposal of an property, plant and The depreciation charge for each period is generally
equipment is recognized in the Consolidated Statement recognised in the Consolidated Statement of profit
of profit and loss. and loss.
Notes to the Consolidated financial statements for the year ended 31 March, 2019
The residual value and the useful life of an asset is Type/Category of Asset Useful Lives
reviewed at least at each financial year end and, if (in years)
expectations differ from previous estimates, the – as estimated
change(s) is accounted for as a change in an accounting by the Group
estimate in accordance with Ind AS 8 – Accounting Rallis India Limited
Policies, Changes in Accounting Estimates and Errors. Product registrations 4
The estimated useful lives for the current and
Licenses and commercial rights 4
comparative periods are as follows:
Computer software 1-10
Type/Category of Asset Useful Lives Useful Lives Metahelix Life Sciences Limited
(in years) (in years) Licenses and commercial rights 3
– as per – as estimated Computer software 1
Companies by the Group
Act, 2013 The estimated useful life is reviewed annually by the
Rallis India Limited management.
Buildings 60 60
3.11 Capital work-in-progress and other intangible as-
sets under development
(c) Fair Value
Capital work-in-progress/other intangible assets under
Fair value of investment property is based on a
development are carried at cost, comprising direct
valuation by an independent valuer who holds a
cost, related incidental expenses and attributable
recognised and relevant professional qualification and
borrowing cost.
has recent experience in the location and category of
the investment property being valued. The fair value of 3.12 Non-derivative financial instruments
investment property is disclosed in the Note 5.
Financial assets and liabilities are recognised when the
Group becomes a party to the contractual provisions of
(d) Gain or Loss on Disposal
the instrument. Financial assets and liabilities are initially
Any gain or loss on disposal of an Investment Property measured at fair value. Transaction costs that are directly
is recognised in the Consolidated Statement of Profit attributable to the acquisition or issue of financial assets
and Loss. and financial liabilities (other than financial assets and
financial liabilities at fair value through profit or loss) are
3.10 Other intangible assets added to or deducted from the fair value measured on
Other intangible assets are measured on initial initial recognition of financial asset or financial liability.
recognition at cost and subsequently are carried at
cost less accumulated amortisation and accumulated Cash and cash equivalents
impairment losses, if any.
The Group considers all highly liquid financial
instruments, which are readily convertible into known
An intangible asset is derecognised on disposal, or amounts of cash that are subject to an insignificant
when no future economic benefits are expected from risk of change in value and having original maturities
use or disposal. Gains or losses on derecognition are of three months or less from the date of purchase, to
determined by comparing proceeds with carrying be cash equivalents. Cash and cash equivalents consist
amount. These are included in profit or loss within other of balances with banks which are unrestricted for
gains/ (losses). withdrawal and usage.
The Group amortises intangible assets with a finite Financial assets at amortised cost
useful life using the straight-line method over the Financial assets are subsequently measured at amortised
following range of useful lives: cost if these financial assets are held within a business
205
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
whose objective is to hold these assets in order to collect intention to settle on a net basis, to realise the assets and
contractual cash flows and the contractual terms of the settle the liabilities simultaneously.
financial asset give rise on specified dates to cash flows
that are solely payments of principal and interest on the 3.13 Derivative financial instruments
principal amount outstanding. The Group enters into certain derivative contracts to
hedge risks which are not designated as hedges. Such
Financial assets at fair value through other contracts are accounted for at fair value through profit
comprehensive income (FVTOCI) or loss and are included in other gains/ (losses).
Financial assets are measured at fair value through
other comprehensive income if these financial assets 3.14 Impairment
are held within a business whose objective is achieved Financial assets (other than at fair value)
by both collecting contractual cash flows that give rise
The Group assesses on a forward looking basis the
on specified dates to solely payments of principal and
expected credit losses associated with its assets carried
interest on the principal amount outstanding and by
at amortised cost and FVOCI debt instruments. The
selling financial assets.
impairment methodology applied depends on whether
there has been a significant increase in credit risk.
The Group has made an irrevocable election to
present subsequent changes in the fair value of
For trade receivables only, the Group applies the
equity investments not held for trading in Other simplified approach permitted by Ind AS 109 Financial
Comprehensive Income. Instruments, which requires expected lifetime losses to
be recognised from initial recognition of the receivables.
Financial assets at fair value through profit or loss
(FVTPL)
PPE and other intangibles assets
Financial assets are measured at fair value through profit
Property, plant and equipment and intangible assets
or loss unless it is measured at amortised cost or at fair
with finite life are evaluated for recoverability whenever
value through other comprehensive income on initial
there is any indication that their carrying amounts may
recognition. The transaction costs directly attributable
not be recoverable. If any such indication exists, the
to the acquisition of financial assets and liabilities at fair
recoverable amount (i.e. higher of the fair value less
value through profit or loss are immediately recognised
cost to sell and the value-in-use) is determined on an
in profit or loss.
individual asset basis unless the asset does not generate
cash flows that are largely independent of those from
Financial liabilities
other assets. In such cases, the recoverable amount is
Financial liabilities are measured at amortised cost using determined for the cash generating unit (CGU) to which
the effective interest method. the asset belongs.
Notes to the Consolidated financial statements for the year ended 31 March, 2019
3.15 Inventories The Group has adopted Ind AS 115 using the
Inventories are valued at lower of cost (on weighted cumulative effect method whereby the effect of
average basis) and net realisable value after providing applying this standard is recognised at the date of
initial application (i.e. 1 April, 2018). Accordingly, the
for obsolescence and other losses, where considered
comparative information in the Consolidated Statement
necessary. Cost includes all charges in bringing the
of profit and loss is not restated.
goods to their present location and condition, including
octroi and other levies, transit insurance and receiving Impact on adoption of above changes in standards is
charges. Work-in-progress and finished goods include not material.
appropriate proportion of overheads. Net realisable 3.16.2 Rendering of services
value is the estimated selling price in the ordinary course
Income recognition for services takes place as and when
of business, less the estimated costs of completion and
the services are performed in accordance with IND
the estimated costs necessary to make the sale. AS 115.
3.16 Revenue recognition 3.16.3 Interest Income
Revenue is measured at the fair value of the consideration Interest income from financial assets is recognised
received or receivable. when it is probable that economic benefits will flow to
the Group and the amount of income can be measured
3.16.1 Sale of goods reliably. Interest income is accrued on a time basis,
by reference to the principal outstanding and at the
Revenue is recognised upon transfer of control of
effective interest rate applicable, which is the rate
promised goods to customers in an amount that reflects
that exactly discounts estimated future cash receipts
the consideration which the Group expects to receive in
through the expected life of the financial assets to that
exchange for those goods. asset’s net carrying amount on initial recognition.
207
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
Government grants in the nature of promoters’ of incentives (excluding inflationary increases where
contribution like investment subsidy, where no rentals are structured solely to increase in line with the
repayment is ordinarily expected in respect thereof, expected general inflation to compensate for the lessor’s
are treated as capital reserve. Government grants in the inflationary cost increases, such increases are recognised
form of non-monetary assets, given at a concessional in the year in which the benefits accrue) provided by the
rate, are recorded on the basis of their acquisition cost. lessor is recognized as a reduction of rental expense over
In case the non-monetary asset is given free of cost, the the lease term on a straight-line basis.
grant is recorded at a nominal value.
(ii) Finance Lease:
Other government grants and subsidies are recognized Assets held under finance leases are initially recognized
as income over the periods necessary to match them with as assets of the Group at their fair value at the inception
the costs for which they are intended to compensate, on of the lease or, if lower, at the present value of the
a systematic basis. minimum lease payments. The corresponding liability to
the lessor is included in the Balance Sheet as a finance
3.16.7 Royalty on trademark license arrangements: lease obligation.
Royalty income is recognised on an accrual basis
Assets held under finance leases are depreciated over
(provided that it is probable that the economic benefits
their expected useful lives on the same basis as owned
will flow to the Group and the amount of revenue can
assets or, where shorter, the term of the relevant lease.
be measured reliably). Such arrangements are based
Lease payments are apportioned between finance
on sales made by the licensee and are recognised
expenses and reduction of the lease obligation so as
by reference to the compensation terms under the
to achieve a constant rate of interest on the remaining
underlying arrangement.
balance of the liability. Finance expenses are recognized
immediately in profit or loss, unless they are directly
3.17 Research and development expenses
attributable to qualifying assets, in which case they
Research expenditure is charged to the Consolidated are capitalized in accordance with the Group’s general
Statement of profit and loss. Development costs of policy on borrowing costs. Contingent rentals are
products are also charged to the Statement of Profit recognized as expenses in the periods in which they
and Loss unless a product’s technical feasibility has are incurred.
been established, in which case such expenditure
is capitalised. Tangible assets used in research and 3.19 Non-current assets held for sale
development are capitalised.
Non-current assets and disposal groups are classified as
3.18 Leases held for sale if their carrying amount will be recovered
principally through a sale transaction rather than
Leases are classified as finance leases whenever the
through continuing use. This condition is regarded as
terms of lease transfer substantially all the risks and met only when the asset (or disposal group) is available
rewards of ownership to the lessee. Leases where a for immediate sale in its present condition subject
significant portion of the risks and rewards of ownership only to terms that are usual and customary for sales
are retained by the lessor are classified as operating of such asset (or disposal group) and its sale is highly
leases. probable. Management must be committed to the sale,
which should be expected to qualify for recognition
(i) Operating Lease:
as a completed sale within one year from the date of
Operating lease payments are recognized as an classification.
expense in the Consolidated Statement of profit and
loss on a straight-line basis over the lease term except When the Group is committed to a sale plan involving
where another systematic basis is more representative disposal of an investment, the investment that will be
of the time pattern in which economic benefits from disposed off is classified as held for sale when the criteria
leased assets are consumed. The aggregate benefit described above are met.
Notes to the Consolidated financial statements for the year ended 31 March, 2019
Non-current assets (and disposal groups) classified as using market yields of government bonds that have
held for sale are measured at the lower of their carrying tenure approximating the tenures of the related liability.
amount and fair value less costs to sell.
The interest income / (expense) are calculated by
3.20 Employee benefit expenses applying the discount rate to the net defined benefit
Employee benefits consist of contribution to provident liability or asset. The net interest income / (expense) on
fund, superannuation fund, gratuity fund, compensated the net defined benefit liability or asset is recognised in
absences, supplemental pay and director pension the Consolidated Statement of profit and loss.
liability.
Remeasurement gains and losses arising from experience
3.20.1.1 Post-employment benefit plans adjustments and changes in actuarial assumptions are
Defined Contribution plans recognised in the period in which they occur, directly
Payments to defined contribution retirement in other comprehensive income. They are included in
benefit scheme for eligible employees in the form of retained earnings in the Consolidated Statement of
superannuation fund are charged as an expense as Changes in Equity and in the Balance Sheet.
they fall due. Such benefits are classified as defined
Changes in the present value of the defined benefit
contribution schemes as the Group does not carry any
obligation resulting from plan amendments or
further obligations, apart from the contributions made.
curtailments are recognised immediately in profit or loss
Defined benefit plans as past service cost.
The Group operates various defined benefit plans-
gratuity fund, supplemental pay and director pension 3.20.2 Short term employee benefit
liability. Compensated absences which accrue to employees and
which can be carried to future periods but are expected
The Group also makes contribution towards provident to be encashed or availed in twelve months immediately
fund, in substance a defined contribution retirement following the year end are reported as expenses
benefit plan. The provident fund is administered by the during the year in which the employees perform the
Trustees of the Rallis India Limited Provident Fund. The services that the benefit covers and the liabilities are
rules of the Group’s provident fund administered by the reported at the undiscounted amount of the benefits
Trust, require that if the Board of Trustees are unable after deducting amounts already paid. Where there
to pay interest at the rate declared by the Employees’ are restrictions on availment of encashment of such
Provident Fund by the Government under para 60 of the accrued benefit or where the availment or encashment
Employees’ Provident Fund Scheme, 1952 for the reason is otherwise not expected to wholly occur in the next
that the return on investment is less or for any other twelve months, the liability on account of the benefit
reason, then the deficiency shall be made good by the is actuarially determined using the projected unit
Group. Having regard to the assets of the fund and the credit method.
return on the investments, the Group does not expect
any deficiency as at the year end. 3.21 Borrowing cost
Borrowing costs are interest and ancillary costs incurred
The liability or asset recognised in the balance sheet
in connection with the arrangement of borrowings.
in respect of its defined benefit plans is the present
value of the defined benefit obligation at the end of General and specific borrowing costs attributable to
the reporting period less the fair value of plan assets. acquisition and construction of any qualifying asset (one
The defined benefit obligation is calculated annually by that takes a substantial period of time to get ready for
actuaries using the projected unit credit method. its designated use or sale) are capitalised until such time
as the assets are substantially ready for their intended
The present value of the said obligation is determined use or sale, and included as part of the cost of that asset.
by discounting the estimated future cash outflows, Investment income earned on the temporary investment
209
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
Notes to the Consolidated financial statements for the year ended 31 March, 2019
Contingent liabilities are recognised only when there are recognized in the period in which the estimate is
is a possible obligation arising from past events, due to revised if the revision affects only that period or in the
occurrence or non-occurrence of one or more uncertain period of the revision and future periods if the revision
future events, not wholly within the control of the Group, affects both current and future periods.
or where any present obligation cannot be measured in
terms of future outflow of resources, or where a reliable I Critical Judgements
estimate of the obligation cannot be made. Obligations In the process of applying the Group’s accounting
are assessed on an ongoing basis and only those having policies, management has made the following
a largely probable outflow of resources are provided for. judgements, which have the most significant effect on
the amounts recognized in the consolidated financial
Contingent assets are not disclosed in the consolidated statements:
financial statements unless an inflow of economic
benefits is probable. Discount rate used to determine the carrying amount of
the Group’s employee defined benefit obligation
3.25 Dividend to Equity shareholders
Dividend to equity shareholders is recognised as a
In determining the appropriate discount rate for
liability and deducted from shareholders’ Equity, in plans operated in India, the management considers
the period in which the dividends are approved by the the interest rates of government bonds in currencies
equity shareholders in the general meeting. consistent with the currencies of the post-employment
benefit obligation.
3.26 Earnings per share (EPS)
Basic EPS is computed by dividing the profit or loss Contingences and commitments
attributable to the equity shareholders of the Group In the normal course of business, contingent liabilities
by the weighted average number of Ordinary shares may arise from litigations and other claims against
outstanding during the year. Diluted EPS is computed by the Group. Where the potential liabilities have a low
adjusting the profit or loss attributable to the ordinary probability of crystallizing or are very difficult to quantify
equity shareholders and the weighted average number reliably, we treat them as contingent liabilities. Such
of ordinary equity shares, for the effects of all dilutive liabilities are disclosed in the notes but are not provided
potential Ordinary shares. for in the consolidated financial statements. Although
there can be no assurance regarding the final outcome
3A. Critical accounting judgements and key sources of of the legal proceedings, we do not expect them to have
estimation uncertainty a materially adverse impact on our financial position or
The preparation of the Consolidated financial statements profitability.
in conformity with the Ind AS requires management to
make judgements, estimates and assumptions that II Key sources of estimation uncertainty
affect the application of accounting policies and the The key assumptions concerning the future, and other
reported amounts of assets, liabilities and disclosures as key sources of estimation uncertainty at the end of the
at date of the consolidated financial statements and the reporting period, that have a significant risk of causing
reported amounts of the revenues and expenses for the a material adjustment to the carrying amounts of assets
presented. The estimates and associated assumptions and liabilities within the next financial year are discussed
are based on historical experience and other factors that below:
are considered to be relevant. Actual results may differ
from these estimates under different assumptions and Useful lives of property, plant and equipment
conditions. As described in Note 3, the Group reviews the estimated
useful lives and residual values of property, plant
The estimates and underlying assumptions are reviewed and equipment at the end of each reporting period.
on an ongoing basis. Revisions to accounting estimates During the current financial year, the management has
211
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
reassessed the useful lives of certain property, plant and return, the management is satisfied that significant risk
equipment and the impact of the change is not material and rewards have been transferred and that recognition
for the year. There were no changes in residual values of of the revenue in the current year is appropriate, in
the property, plant and equipment. conjunction with the recognition of an appropriate
liability for sales return.
Allowances for doubtful debts
The Group makes allowances for doubtful debts based Accruals for estimated product returns, which are based
on an assessment of the recoverability of trade and on historical experience of actual sales returns and
other receivables. The identification of doubtful debts adjustment on account of current market scenario is
requires use of judgements and estimates. Where the considered by Group to be reliable estimate of future
sales returns.
expectation is different from the original estimate, such
difference will impact the carrying value of the trade
Goodwill impairment
and other receivables and doubtful debts expenses in
the period in which such estimate has been changed. Goodwill is tested for impairment on an annual
basis and whenever there is an indication that the
Allowances for inventories recoverable amount of a cash generating unit is less
than its carrying amount based on a number of factors
Management reviews the inventory age listing on
including operating results, business plans, future
a periodic basis. This review involves comparison of
cash flows and economic conditions. The recoverable
the carrying value of the aged inventory items with
amount of cash generating units is determined based
the respective net realizable value. The purpose is
on higher of value-in-use and fair value less cost to
to ascertain whether an allowance is required to be
sell. The goodwill impairment test is performed at
made in the consolidated financial statements for
the level of the cash-generating unit or groups of
any obsolete and slow-moving items. Management is
cash-generating units which are benefitting from the
satisfied that adequate allowance for obsolete and slow-
synergies of the acquisition and which represent the
moving inventories has been made in the consolidated
lowest level at which goodwill is monitored for internal
financial statements.
management purposes.
Liability for sales return Market related information and estimates are used to
In making judgment for liability for sales return, the determine the recoverable amount. Key assumptions
management considered the detailed criteria for the on which management has based its determination of
recognition of revenue from the sale of goods set out recoverable amount include estimated long term growth
in Ind AS 18 and in particular, whether the Group had rates, weighted average cost of capital and estimated
transferred to the buyer the significant risk and rewards operating margins. Cash flow projections take into
of ownership of the goods. Following the detailed account past experience and represent management’s
quantification of the Group’s liability towards sales best estimate about future developments.
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Carrying
Gross block Accumulated depreciation
amount
Balance Reclassfica- Balance Balance Reclassfica- Balance Balance
Description Deductions Deductions
as at tion from as at as at tion from as at as at
Additions / Reclassfica- Additions / Reclassfica-
1 April, assets held 31 March, 1 April, assets held 31 March, 31 March,
tion tion
2018 for sale 2019 2018 for sale 2019 2019
Freehold land 187.01 - - - 187.01 - - - - - 187.01
187.01 - - - 187.01 - - - - - 187.01
Leasehold Land 884.71 - - 1,391.04 2,275.75 156.35 33.74 - 126.14 316.23 1,959.52
1,729.98 - 845.27 - 884.71 214.00 17.41 75.06 - 156.35 728.36
Leasehold improvements 165.11 - - - 165.11 46.01 2.24 - - 48.25 116.86
165.11 - - - 165.11 43.77 2.24 - - 46.01 119.10
Buildings 14,407.46 217.19 3.58 - 14,621.07 1,850.96 694.13 3.57 - 2,541.52 12,079.55
13,788.03 629.65 10.22 - 14,407.46 1,182.48 674.64 6.16 - 1,850.96 12,556.50
Plant and equipment 31,025.92 3,115.49 833.96 - 33,307.45 8,620.04 3,197.03 741.52 - 11,075.55 22,231.90
26,950.22 4,207.27 131.57 - 31,025.92 5,663.25 3,045.72 88.93 - 8,620.04 22,405.88
Furniture and fixtures 481.27 51.69 5.07 - 527.89 233.94 74.81 5.08 - 303.67 224.22
400.06 81.21 - - 481.27 159.22 74.72 - - 233.94 247.33
Vehicles 17.09 9.70 12.56 - 14.23 10.98 4.29 12.56 - 2.71 11.52
21.86 - 4.77 - 17.09 9.64 5.76 4.42 - 10.98 6.11
Office equipments 307.09 72.00 19.02 - 360.07 183.75 51.95 18.56 - 217.14 142.93
256.19 69.54 18.64 - 307.09 145.92 56.13 18.30 - 183.75 123.34
Equipment under finance lease 36.97 - 0.23 - 36.74 7.19 6.08 - - 13.27 23.47
38.11 - 1.14 - 36.97 1.06 6.13 - - 7.19 29.78
Total 47,512.63 3,466.07 874.42 1,391.04 51,495.32 11,109.22 4,064.27 781.29 126.14 14,518.34 36,976.98
43,536.57 4,987.67 1,011.61 - 47,512.63 7,419.34 3,882.75 192.87 - 11,109.22 36,403.41
footnotes:
1. Cost of buildings includes cost of 30 shares (31 March, 2018 - 30 shares) of ` 50 each fully paid in respect of ownership flats in 3 (31 March,
2018- 3) Co-operative Societies.
2. Buildings include assets carried at ` 0.82 lakhs (31 March, 2018 ` 0.88 lakhs) where the conveyance in favor of the Group has not been
completed.
3. Plant and equipment includes plant and machinery, electrical installations and equipments, laboratory equipments and computers and data
processing units. The Group’s obligations under finance leases are secured by the lessor’s title to the leased assets.
213
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
4. Leasehold land include assets carried at ` 1,451.28 lakhs (as at 31 March, 2018 ` 209.56 lakhs) for which the Group is in process of obtaining
an extension for the fulfilment of pre-conditions of lease upon expiry of timeline.
5. Plant and equipment includes a unit having carrying cost of ` 706.71 lakhs (31 March, 2018 ` 756.46 lakhs) and land and building with a
carrying cost of ` 804.75 lakhs (31 March, 2018 ` 834.66 lakhs) are subject to first charge to secure two of the Group’s bank loans and other
corporate body.
6. Plant and Equipments includes ` 2.75 lakhs (31st March, 2018 ` 4.12 lakhs) given under operating lease.
7. The Group has not capitalised any borrowing cost during the year (31 March, 2018 Nil).
8. The Group has not recognised any impairment loss during the year (31 March, 2018 Nil).
9. The figures in italics are for the previous year.
5: Investment property
As at As at
31 March, 2019 31 March, 2018
Carrying amount of:
Freehold land 244.91 244.91
Buildings 304.95 313.06
Total 549.86 557.97
Carrying
Gross block Accumulated depreciation
amount
Balance Balance
Description Balance as at Balance as at Balance as at
as at as at
1 April Additions Deductions Additions Deductions 31 March 31 March
31 March 1 April
2018 2019 2019
2019 2018
Freehold land 244.91 - - 244.91 - - - - 244.91
244.91 - - 244.91 - - - - 244.91
Buildings 337.19 - - 337.19 24.13 8.11 - 32.24 304.95
337.19 - - 337.19 16.03 8.10 - 24.13 313.06
Total 582.10 - - 582.10 24.13 8.11 - 32.24 549.86
582.10 - - 582.10 16.03 8.10 - 24.13 557.97
footnotes:
1. Buildings includes 10 flats (31 March, 2018 - 10 flats) which are reclassified as Investment Property by the Group in accordance with
IND AS-40 “Investment Property”.
2. Cost of buildings includes cost of 35 shares (31 March, 2018 - 35 shares) of ` 50 each fully paid and cost of 7 shares (31 March, 2018- 7 shares)
of ` 100 each fully paid in respect of ownership flats in 7 (31 March, 2018- 7 ) Co-operative Societies.
3. The Group has not capitalised any borrowing cost during the current year (31 March, 2018 - Nil).
4. Total fair value of Investment Property is ` 31,356.16 lakhs (31 March, 2018 ` 31,356.16 lakhs).
5. The Group has not recognised any impairment loss during the year (31 March, 2018 Nil) .
6. The figures in italics are for the previous year.
The fair value measurement for all of the investment property has been categoried as a level 3 fair value based on the inputs to
the valuation techniques used.
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
6: Intangible assets
As at As at
31 March, 2019 31 March, 2018
6.1 Carrying amounts of:
Goodwill 19,582.31 19,582.31
19,582.31 19,582.31
Goodwill includes amount of ` 16,522.26 lakhs (31 March, 2018 ` 16,522.26 lakhs) allocated to the business of Metahelix Life
Sciences Ltd. The estimated value-in-use of this “CGU’’ is based on the future cash flows using a 5.00 % annual growth rate for
periods subsequent to the forecast period of 4 years and discount rate of 13.13 % (31 March, 2018 13.70%).
Goodwill of ` 3,060.05 lakhs (31 March, 2018 ` 3,060.05 lakhs) has been allocated to Zero Waste Agro Organics Ltd.The estimated
value-in-use of this “CGU’’ is based on the future cash flows using a 5.00 % annual growth rate for periods subsequent to the
forecast period of 4 years and discount rate of 13.13 % (31 March, 2018 13.70%).
“An analysis of the sensitivity of the computation to a combined change in key parameters (operating margin, discount rates and
long term average growth rate), based on reasonably probable assumptions, did not identify any probable scenario in which the
recoverable amount of the CGU would decrease below its carrying amount.
As at As at
31 March, 2019 31 March, 2018
6.2 Carrying amount of:
Other intangible assets
Product registrations 234.43 188.68
Licences and commercial rights -
Computer software 73.87 79.87
Technical knowhow 660.05 554.22
968.35 822.77
Intangible assets under development 3,782.88 3,497.49
4,751.23 4,320.26
215
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
7: Investments
Nominal No. of As at No. of As at
value (in `) shares 31 March, shares 31 March,
2019 2018
Non-current
Quoted equity instruments (all fully paid)
Investments carried at fair value through other
comprehensive income (FVTOCI)
Spartek Ceramics India Ltd. 10 7,226 - 7,226 -
Nagarjuna Finance Ltd. 10 400 - 400 -
Pharmaceuticals Products of India Limited 10 10,000 - 10,000 -
Balasore Alloys Ltd. 5 504 0.12 504 0.24
J.K.Cement Ltd. 10 44 0.38 44 0.45
Total aggregate quoted equity investments A 0.50 A 0.69
Unquoted equity instruments
Investments carried at fair value through other
comprehensive income (FVTOCI)
Gk Chemicals and Fertilizers Limited (formerly known as 10 1,24,002 - 1,24,002 -
Aich Aar Chemicals Pvt. Ltd.)
Biotech Consortium India Ltd. 10 50,000 5.00 50,000 5.00
Indian Potash Ltd. 10 54,000 0.90 54,000 0.90
Bharuch Enviro Infrastructure Ltd. 10 36,750 3.68 36,750 3.68
Narmada Clean Tech Ltd. (formerly known as Bharuch 10 3,00,364 30.04 3,00,364 30.04
Eco-Aqua Infrastructure Ltd.)
Cuddalore SIPCOT Industries Common Utilities Ltd.# 100 113 - 113 -
Patancheru Enviro-Tech Ltd. 10 10,822 1.08 10,822 1.08
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Units As at Units As at
31 March, 31 March,
2019 2018
Current
Investment in mutual funds - unquoted
Investments carried at fair value through profit and loss (FVTPL)
Tata Money Market Fund - Regular Plan - Daily Dividend - - 2,35,343.25 2,357.00
Tata Liquid Fund - Regular Plan - Daily Dividend - - 1,24,115.25 1,383.29
HDFC Liquid Fund - Regular Plan - Dividend - Daily Reinvestment 2,87,436.95 2,931.34 15,293.05 155.96
HDFC Cash Management Fund - Saving Plan - Daily Dividend Reinvestment - - 45,916.65 488.39
Birla Sunlife Cash Plus - Daily Dividend - Regular Plan - Reinvestment - - 20,94,852.09 2,100.55
Kotak Liquid - Regular Plan - Daily Dividend 1,23,854.16 1,515.08 - -
ICICI Prudential Liquid Fund - Daily Dividend 10,08,305.48 1,010.19 - -
SBI Premier Liquid Fund - Regular Plan - Daily Dividend 49,112.33 492.72 1,52,428.55 1,529.24
HDFC Cash Management - Savings Plan Growth 39,172.48 1,521.68 32,400.82 1,166.26
Kotak Liquid Direct plan growth 81,312.16 3,077.13 - -
Total current investments C 10,548.14 C 9,180.69
Aggregate book value of quoted investments 0.50 0.69
8: Loans*
(Unsecured, considered good)
As at As at
31 March, 2019 31 March, 2018
(i) Non-current
Security deposits 674.09 645.41
Total 674.09 645.41
217
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
(ii) Current
a) Advances/Deposits considered doubtful of recovery
Doubtful 3,946.60 3,933.25
Less: Provision for doubtful loans and advances (3,946.60) (3,933.25)
b) Interest accrued on fixed deposit with bank 16.59 14.75
c) Derivative assets Forward exchange contracts for hedging 79.32 171.02
d) Others 364.63 375.94
Total 460.54 561.71
* There is no amount due from director, other officer of the Group or firms in which any director is a partner or private companies in which any
director is a director or member at any time during the reporting period.
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Reconciliation of the tax expense and the accounting profit for the year is as follows:-
Particulars For the year ended For the year ended
31 March, 2019 31 March, 2018
Profit before tax 22,026.44 22,702.26
Income tax expense calculated @34.944% (PY @ 34.608%) 7,685.94 7,856.45
Effect of income that is exempt from taxation (99.11) (160.64)
Effect of expenses that are not deductible in determining taxable profit 162.53 156.27
Effect of expenses that are deductible in determining taxable profit (81.74) (88.05)
Effect of concessions (research & developments and others allowances) (1,247.02) (1,240.41)
Effect of lower tax rates for the long term capital gain 87.39 (743.45)
Others 94.80 421.79
6,602.79 6,201.96
Adjustments recognised in the current year in relation to the current tax of prior years (0.15) (140.60)
Adjustments for changes in estimates of deferred tax assets (54.59) (60.79)
Income tax expense recognised in Consolidated Statement of profit and loss 6,548.05 6,000.57
Fair value of equity instruments through other comprehensive income (141.41) (196.96)
Tax (expense) benefit - -
Net of tax (141.41) (196.96)
Exchange differences in translating the financial statements of a foreign operation (2.69) (10.53)
Tax (expense) benefit - -
Net of tax (2.69) (10.53)
Total other comprehensive income (net of taxes) (148.01) (32.51)
219
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Current
Statutory dues receivable from government authorities
Goods and Services Tax receivable 5,876.65 5,968.53
Custom duty 42.85 14.40
Export benefit receivable 1,504.75 1,062.32
Inventory recoverable 3,225.93 2,662.53
Advances recoverable
Advances to suppliers 1,591.21 1,717.71
Advances to employees 204.80 224.16
Others 648.93 527.45
Prepaid lease rental 89.74 89.74
Prepaid expenses 195.94 196.81
Total 13,380.80 12,463.65
221
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
d. Details of shares held by each shareholder holding more than 5% shares in the Company:
Number of fully paid % holding of
equity shares equity shares
Tata Chemicals Limited
As at 31 March, 2018 9,73,41,610 50.06%
As at 31 March, 2019 9,73,41,610 50.06%
Rakesh Jhunjhunwala
As at 31 March, 2018 1,88,05,820 9.67%
As at 31 March, 2019 1,79,80,820 9.25%
e. As per records of the Company as at 31 March, 2019, no calls remain unpaid by the directors and officers of the Company.
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Amount received on issue of shares in excess of the par value has been classified as security share premium.
223
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
The group has elected to recognise changes in the fair value of investments in equity instruments in other comprehensive
income. These changes are accumulated within the FVTOCI equity investments within equity. Balance in Other
Comprehensive Income is transferred to retained earnings on disposal of the investment.
These comprises of all exchange differences arising from translation of financial statements of foreign subsidiaries.
footnotes:
a) In the current year, both the partners have made additional investment in PT Metahelix Lifesciences Indonesia as per relevant
terms of agreement.
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
(ii) The terms of repayment of term loans and other loans are stated below
As at 31 March, 2019
Particulars Amount Terms of Repayment Rate of
outstanding interest
Secured loan from 100.00 Term loan from ICICI Bank - is secured by hypothecation of movable assets, both present 7.50%
banks and future including its movable plant and equipment, machinery spares, tools and
Owed by Metahelix Life accessories and other movables, both present and future All piece and parcel of the
Sciences Limited Immovable Agricultural property situated at Kokkanda Village, Mulugu Mandal, Medak
District. The balance outstanding as at 31st March, 2019 is ` 100 lakhs which is repayable
in 8 equated quarterly installments of ` 12.50 lakhs each (of which ` 50.00 lakhs has been
classified under note 21 other current financial liabilities).
Secured loan from 72.23 Term loan from Biotechnology Industry Partnership Project is secured by hypothecation 2.00%
other corporate bodies of all equipment, apparatus machineries, machineries spares, tools and other accessories,
Owed by Metahelix Life goods and/or the other movable property, present and future to a value equivalent to the
Sciences Limited amount of loan and interest thereon and the royalty payable on grant-in-aid till the full
and final settlement of all dues. The Balance outstanding as at 31st March, 2019 is ` 72.23
lakhs (of which ` 25.22 lakhs has been classified under note 21 other current financial
liabilities) which is repayable along with interest in 8 equal half yearly installments from
December 2015 (Rice) and June, 2017 - (Maize).
Unsecured term loan 1,200.00 The loan is repayable in 20 quarterly installments. The repayment begins after a 8.35% to
from bank moratorium of 24 months from February 2018. The first repayment of ` 75.00 lakhs falls 8.85%
Owed by Rallis India due in May 2018. The balance outstanding as at 31 March, 2019 is ` 1,200 lakhs of which
Limited ` 300 lakhs has been grouped under note 21 Other current financial liabilities, which are
payable in next 12 months.
Loan from the Council 24.98 Term loan from Council of Scientific and Industrial Research: The balance payable as on 3.00%
of Scientific and 31 March, 2019 is ` 24.98 lakhs (of which ` 8.33 lakhs has been classified under note 21
Industrial Research Other current financial liabilities). The same is repayable along with interest in 6 annual
Owed by Metahelix Life installments.
Sciences Limited
225
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
As at 31 March, 2018
Particulars Amount Terms of Repayment Rate of
outstanding interest
Secured loan from 61.17 Term loan from Kotak Mahindra Bank - First and exclusive charge on plant and 10.50%
banks equipment of Unit 4 of the cob drying unit purchased out of the Bank’s term loan. The
Owed by Metahelix Life balance outstanding as at 31 March, 2018 is ` 61.17 lakhs (of which ` 61.17 lakhs has
Sciences Limited been grouped under note 21 other current financial liabilities) which is repayable in
balance 18 monthly installments.
150.00 Term loan from ICICI Bank - is secured by hypothecation of movable assets, both present 7.50%
and future including its movable plant and equipment, machinery spares, tools and
accessories and other movables, both present and future all piece and parcel of the
immovable agricultural property situated at Kokkanda village, Mulugu Mandal, Medak
District.The balance outstanding as at March 31, 2018 is ` 150.00 lakhs (of which ` 50.00
lakhs has been classified under note 21 other current financial liabilities) repayable in
balance 12 equated quarterly installments of ` 12.50 lakhs each.
Secured loan from 97.46 Term loan from Biotechnology Industry Partnership Project is secured by hypothecation 2.00%
other corporate bodies of all equipment, apparatus machineries, machineries spares, tools and other accessories,
Owed by Metahelix Life goods and/or the other movable property, present and future to a value equivalent to
Sciences Limited the amount of loan and interest thereon and the royalty payable on grant-in-aid till the
full and final settlement of all dues. Term loan is repayable along with interest in 10 equal
half yearly installments from December 2015 (Rice) and June, 2017 - (Maize). The balance
payable as on 31 March, 2018 is ` 97.46 lakhs (of which ` 25.22 lakhs has been classified
under note 21 Other current financial liabilities)
Unsecured term loan 1,500.00 The loan is repayable in 20 quarterly installments. The repayment begins after a 8.35%
from bank moratorium of 24 months from February 2018. The first repayment of ` 75.00 lakhs falls
Owed by Rallis India due in May 2018. The balance outstanding as at 31 March, 2018 is ` 1,500 lakhs of which
Limited ` 300 lakhs has been grouped under note 21 Other current financial liabilities, which are
payable in next 12 months.
Loan from the Council 33.31 Term loan from Council of Scientific and Industrial Research: The balance payable as on 3.00%
of Scientific and 31 March, 2018 is ` 33.31 lakhs (of which ` 8.33 lakhs has been classified under note 21
Industrial Research Other current financial liabilities). The same is repayable along with interest in 7 annual
Owed by Metahelix Life installments.
Sciences Limited
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Current
(a) Current maturity of long-term borrowings (refer note 19)
Term loan from bank - secured 50.00 111.17
Secured - others 25.22 25.22
Term loan from bank- unsecured 300.00 300.00
Finance lease obligation 9.32 8.48
Unsecured - others 23.06 16.11
(b) Interest accrued but not due on non-current and current borrowings 19.83 22.69
(c) Unclaimed dividends (refer footnote) 175.26 167.65
(d) Others
Creditors for capital purchases 507.60 249.11
Customer deposits 1,458.97 1,405.81
Amounts due to customers 8,110.36 6,704.08
Total 10,679.62 9,010.32
footnote:
All amounts required to be transferred to the Investor Education and Protection Fund by the Group have been transferred within the time prescribed
for the same, except in cases of disputes relating to the ownership of the underlying shares that have remained unresolved amounting to
` 0.25 lakhs (31 March, 2018 ` 0.19 lakhs).
22: Provisions
As at As at
31 March, 2019 31 March, 2018
Non-current
(a) Supplemental pay (refer note c below) 1,364.89 1,431.68
(b) Gratuity (refer note c below) - 12.72
(c) Compensated absences (refer note c below) 160.39 144.15
(d) Directors pension liability (refer note c below) 663.60 -
Total 2,188.88 1,588.55
Current
(a) Supplemental pay 220.93 195.66
(b) Directors pension liability (refer note c below) 59.32 -
(c) Gratuity (refer note c below) 176.59 124.51
(d) Compensated absences (refer note c below) 880.83 854.04
(e) Other Provisions (refer note a and b below) 287.32 277.32
Total 1,624.99 1,451.53
227
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Particulars As at As at
31 March, 2019 31 March, 2018
Opening Balance as at 1 April 227.32 193.82
Additional provisions made during the year 10.00 33.50
Total 237.32 227.32
Payments made adjusted against above sum - -
Closing Balance as at 31 March 237.32 227.32
Due to the numerous uncertainties and variables associated with certain assumptions and judgments, and the effects of changes
in the regulatory and legal environment, both the precision and reliability of the resulting estimates of the related contingencies
are subject to substantial uncertainties. The Group regularly monitors its estimated exposure to such loss contingencies and, as
additional information becomes known, may change its estimates significantly. However, no estimate of the range of any such
change can be made at this time.
(c) The provision for employee benefits includes gratuity, supplemental pay on retirement, director pension liability and
compensated absences. The increase/decrease in the carrying amount of the provision for the current year is mainly on
account of net impact of incremental charge for current year and benefits paid in the current year due to retirement and
resignation of employees. For other disclosures, refer note 38.
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
229
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
231
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
The Group has determined its business segment as “Agri -Inputs” comprising of Pesticides, Plant Growth Nutrients, Organic
Compost and Seeds .The other segment includes “Polymer” and other non reportable elements.
Note:
(i) Segment revenue consist of sales of products including excise duty in previous year.
(ii) Segment revenue reported above represents revenue generated from external customers. There were no inter-segment sales in the current
year (31 March, 2018 ` Nil). The accounting policies of the reportable segments are the same as described in note 3.22.
(iii) Segment profit represents the profit before tax earned by each segment without allocation of central administration cost and director fees
and commission, other income, as well as finance costs. This is the measure reported to the chief operating decision maker for the purposes of
resource allocation and assessment of segment performance.
233
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Particulars As at As at
31 March, 2019 31 March, 2018
Segment liabilities
Agri Inputs 75,542.55 71,990.53
Others 166.22 174.41
Total segment liabilities 75,708.77 72,164.94
Unallocated 13,947.26 8,526.24
Total liabilities 89,656.03 80,691.18
For the purpose of monitoring segment performance and allocating resources between segments:
- All assets are allocated to reportable segments other than investments, other financial assets, non current tax assets, fixed
deposits and interest accrued thereon.
- All liabilities are allocated to reportable segments other than borrowings, other financial liabilities, interest accrued on
loans , provision for supplemental pay, Director pension scheme, unpaid dividend , current and deferred tax liabilities.
Geographical information
The Group operates in two principal geographical areas - India and outside India
The Group’s revenue from continuing operations from external customers by location of operations and information about its
non-current assets* by location of assets are detailed below.
Particulars Revenue from external customers Non-current assets*
For the year ended For the year ended As at As at
31 March, 2019 31 March, 2018 31 March, 2019 31 March, 2018
India 1,33,256.01 1,33,034.54 73,846.23 72,590.61
Asia (Other than India) 37,432.09 33,653.08 - -
North America 12,777.89 5,272.17 - -
South America 10,764.80 4,470.52 - -
Africa 3,043.88 3,014.28 - -
Europe 35.21 482.48 - -
Australia 1,086.01 919.26 - -
1,98,395.89 1,80,846.33 73,846.23 72,590.61
* Non-current assets exclude those relating to financial assets and deferred tax assets.
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
235
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
The Group makes provident fund contributions to defined contribution retirement benefit plans for eligible employees.
Under the scheme, the Group is required to contribute a specified percentage of the payroll costs to fund the benefits. The
contributions as specified under the law are paid to the provident fund set up as a trust by the Group in case of certain
locations. The Group is liable for contributions and any deficiency compared to interest computed based on the rate of
interest declared by the Central Government under the Employees’ Provident Fund Scheme, 1952 and recognises, if any, as
an expense in the year it is determined.
These plans typically expose the Group to actuarial risk such as: investment risk, interest rate risk, longevity risk
and salary risk.
Investment risk:
The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference
to market yields at the end of the reporting period on government bonds. If the return on plan asset is below this rate, it
will create plan deficit.
Interest risk:
A decrease in the bond interest rate will increase the plan liability; however, this will be partially offset by an increase in the
plan’s assets.
Longevity Risk:
The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of
plan participants both during and after their employment. An increase in the life expectancy of the plan participants will
increase the plan’s liability.
Salary Risk:
The Present value of the defined benefit plan liability is calculated by reference to the future salaries of plan participants.
As such, an increase in the salary of the plan participants will increase the plan’s liability.
The principal assumptions used for the purpose of actuarial valuation were as follows.
Particulars For the year ended For the year ended
31 March, 2019 31 March, 2018
Discount rates 7.00% to 7.69% p.a. 7.40% to 7.78% p.a.
Expected rate of salary increase 8.00% p.a. 8.00% p.a.
Average longevity at retirement age for current beneficiaries of the plan (years)* 8.49 Years 8.61 Years
Average longevity at retirement age for current employees 5 Years to 12 Years 6 Years to 13 Years
(future beneficiaries of the plan) (years)
* Based on Indian standard mortality table with modification to reflect expected changes in mortality.
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Amount recognised in Consolidated Statement of profit and loss in respect of these defined benefit plans are as follows
Particulars Gratuity Supplemental pay
For the year ended For the year ended For the year ended For the year ended
31 March, 2019 31 March, 2018 31 March, 2019 31 March, 2018
Service cost:
Current service cost 307.38 321.35 - -
Net interest expense 12.56 17.06 118.63 126.72
Components of defined benefit costs 319.94 338.41 118.63 126.72
recognised in profit or loss
Remeasurement on the net defined benefit
liability:
Return on plan assets (excluding amounts 70.84 105.36 - -
included in net interest expense)
Actuarial (Gain)/Losses arising from (16.58) (6.67) (2.40) -
changes in demographic assumptions
Actuarial (Gain)/Loss arising from 83.05 (106.48) (39.17) (48.85)
changes in financial assumptions
Actuarial (Gain)/Losses arising from (148.49) (146.45) 32.01 (38.25)
experience adjustments
Components of defined benefit costs (11.18) (154.24) (9.56) (87.10)
recognised in Other Comprehensive Income
Total 308.76 184.17 109.07 39.62
The current service cost and the net interest expenses for the year are included in the Employee benefits expense line item in
the Consolidated Statement of profit and loss. The remeasurement of the net defined benefit liability/asset is included in Other
Comprehensive Income.
The amount included in the Balance Sheet arising from the entity’s obligation in respect of its defined benefit plan
is as follows:
237
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Movements in the present value of the defined benefit obligation are as follows:
The plan assets are managed by the Gratuity Trust formed by the Group. The management of funds is entrusted with the
Life Insurance Corporation of India (“LIC”).
Directors pension liability
Particulars As at As at
31 March, 2019 31 March, 2018
Opening defined benefit obligation - -
Current service cost 722.92 -
Closing defined benefit obligation 722.92 -
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
The fair value of the plan assets at the end of the reporting period for each category, are as follow:
Significant actuarial assumptions for the determination of the defined benefit obligation are discount rate, expected salary
increase and mortality. The sensitivity analysis below have been determined based on reasonably possible changes of the
respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.
1. If the discounting rate is 100 basis point higher (lower), the defined benefit obligation would decrease by ` 361.87 lakhs
(increase by ` 424.23 lakhs) (31 March, 2018: decrease by ` 323.55 lakhs (increase by ` 369.46 lakhs).
2. If the expected salary growth increases (decreases) by 1%, the defined benefit obligation would increase by ` 249.69 lakhs
(decrease by ` 213.16 lakhs) (31 March, 2018: increase by ` 251.27 lakhs (decrease by ` 223.99 lakhs).
3. If the life expectancy increases (decreases) by 1 year, the defined benefit obligation would increase by ` 37.93 lakhs
(decrease by ` 37.91 lakhs) (31 March, 2018: increase by ` 38.44 lakhs (decrease by ` 38.94 lakhs).
The sensitivity analysis presented above may not representative of the actual change in the defined benefit obligation as it is
unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated
using “Projected Unit Credit” method at the end of the reporting period which is the same as that applied in calculating the
defined benefit obligation liability recognised in Balance Sheet.
There were no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.
239
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
The Group expects to make a contribution of ` 246.59 lakhs (31 March, 2018 ` 184.50 lakhs ) to the defined benefit plans during
the next financial year.
The defined benefit obligations (mainly related to Rallis India Limited) shall mature after year ended 31 March, 2019 as follows:
The Group operates Provident Fund Scheme and the contributions are made to recognised fund. The Group is required to offer
a defined benefit interest rate guarantee on provident fund balances of employees. The interest rate guarantee is payable to
the employees for the year when the exempted fund declares a return on provident fund investments which is less than the
rate declared by the Regional Provident Fund Commissioner (RPFC) on the provident fund corpus for their own subscribers.
The Actuary has provided a valuation for provident fund liabilities on the basis of guidance issued by Actuarial Society of India
and based on the below provided assumptions there is no shortfall as on 31 March, 2019 and 31 March, 2018.
Amount recognised as expense and included in the Note 31 - in the head “Contribution to Provident and other funds”
for 31 March, 2019 ` 233.18 lakhs (for 31 March, 2018 ` 213.29 lakhs).
The details of provident fund and plan asset position are given below:
Particulars As at As at
31 March, 2019 31 March, 2018
Plan assets as period end 8,142.68 7,112.52
Present value of funded obligation 7,771.78 6,764.91
Amount recognised in the Balance Sheet - -
Assumptions used in determining present value of obligation of interest rate guarantee under a deterministic approach:
As at 31 March, 2019, the fair value of the assets of the fund and the accumulated members’ corpus is ` 8,142.68 lakhs and
` 7,771.78 lakhs respectively. In accordance with an assets and liability study, there is no deficiency as the present value of the
expected future earnings on the fund is greater than the expected amount to be credited to the individual members based
on the expected guaranteed rate of interest.
Compensatory absences
The Group provides for the encashment of leave or leave with pay subject to certain rules. The employees are entitled to
accumulate leave subject to certain limits, for future encashment. The liability is provided based on the number of days of
unutilized leave at each balance sheet date on the basis of an independent actuarial valuation. Amount of ` 190.69 lakhs
(31 March, 2018 ` 213.29 lakhs ) has been recognised in the Consolidated Statement of profit and loss on account of provision
for long-term employment benefit.
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Particulars As at As at
31 March, 2019 31 March, 2018
Debt (i) 7,283.62 2,463.35
Cash and bank balances (4,574.80) (3,339.19)
Net debt 2,708.82 (875.84)
Total equity 1,28,776.90 1,19,167.99
Net debt to equity ratio 2.10% -0.73%
(i)
Debt is defined as long-term borrowings, short-term borrowings and current maturity of long-term borrowings
(excluding financial guarantee contracts and contingent consideration), as described in notes 19,20 and 21.
Fair value hierarchy
The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels
in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at
fair value if the carrying amount is a reasonable approximation of fair value.
As at 31 March, 2019
Carrying amount Fair value measurement using
Total FVTPL FVTOCI Amortised Total Quoted Significant Significant
Particulars cost prices in observable unobservable
active market inputs inputs
(Level 1) (Level 2) (Level 3)
Financial assets
Cash and cash equivalents 4,184.99 - - 4,184.99 - - - -
Bank balances other than above 389.81 - - 389.81 - - - -
Non-current investments 378.84 - 378.84 - 378.84 0.50 - 378.34
Current investments 10,548.14 10,548.14 - - 10,548.14 - 10,548.14 -
Loans (non-current) 674.09 - - 674.09 674.09 - - 674.09
Loans (current) 93.33 - - 93.33 - - - -
Other non current financial assets 42.17 - - 42.17 42.17 - - 42.17
Trade receivables 44,906.94 - - 44,906.94 - - - -
Other current financial assets 460.54 79.32 - 381.22 79.32 - 79.32 -
Financial liabilities
Non-current borrowings 1,580.16 - - 1,580.16 1,580.16 - - 1,580.16
(excluding current portion)
Current borrowings 5,295.86 - - 5,295.86 - - - -
Trade payables 53,481.60 - - 53,481.60 - - - -
Other current financial liabilities 10,679.62 - - 10,679.62 - - - -
There have been no transfers among Level 1, Level 2 and Level 3 during the year.
241
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
As at 31 March, 2018
Carrying amount Fair value measurement using
Total FVTPL FVTOCI Amortised Total Quoted Significant Significant
Particulars cost prices in observable unobservable
active market inputs inputs
(Level 1) (Level 2) (Level 3)
Financial assets
Cash and cash equivalents 2,892.61 - - 2,892.61 - - - -
Bank balances other than above 446.58 - - 446.58 - - - -
Non-current investments 379.03 - 379.03 - 379.03 0.69 - 378.34
Current investments 9,180.69 9,180.69 - - 9,180.69 - 9,180.69 -
Loans (non-current) 645.41 - - 645.41 645.41 - - 645.41
Loans (current) 111.61 - - 111.61 - - - -
Other non current financial assets 58.65 - - 58.65 58.65 - - 58.65
Trade receivables 39,967.30 - - 39,967.30 - - - -
Other current financial assets 561.71 171.02 - 390.69 171.02 - 171.02 -
Financial liabilities
Non-current borrowings 1,987.78 1,987.78 1,987.78 - - 1,987.78
(excluding current portion)
Current borrowings 14.59 14.59 - - - -
Trade payables 52,608.74 52,608.74 - - - -
Other current financial liabilities 9,010.32 - 9,010.32 - - - -
There have been no transfers among Level 1, Level 2 and Level 3 during the year.
Measurement of fair values
Valuation techniques and significant unobservable inputs
The following tables show the valuation techniques used in measuring Level 2 and Level 3 fair values, as well as the significant
unobservable inputs used
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Reconciliation of fair value measurement of investment in unquoted equity instrument classified as FVTOCI (Level 3)
Particulars As at As at
31 March, 2019 31 March, 2018
Opening balance 378.34 40.70
Remeasurement recognised in OCI - -
Purchases - 337.64
Sales - -
Closing balance 378.34 378.34
The use of financial derivatives is governed by the Group’s policies approved by the board of directors, which provide written
principles on foreign exchange risk, interest rate risk, credit risk, the use of financial derivatives and non-derivatives financial
instruments, and the investment of excess liquidity. Compliance with policies and exposure limits is reviewed by the internal
auditors on a continuous basis. The Group does not enter into or trade financial instrument, including derivative financial
instruments, for speculative purposes.
The corporate treasury function reports quarterly to the Group’s risk management committee, an independent body that
monitors risks and policies implemented to mitigate risk exposures.
Market risk
The Group’s activities expose it primarily to the financial risk of changes in foreign currency exchange rates. The Group enters
into a variety of derivative financial instruments to manage its exposure to foreign currency risk including:
Forward foreign exchange contracts to hedge the exchange rate risk arising on imports and exports.
The carrying amounts of the Group’s foreign currency dominated monetary assets and monetary liabilities at the end of the
reporting period are as follows:
243
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
The Group, in accordance with its risk management policies and procedures, enters into foreign currency forward contracts to
manage its exposure in foreign exchange rate variations. The counter party is generally a bank. These contracts are for a period
between one day and four years. The above sensitivity does not include the impact of foreign currency forward contracts which
largely mitigate the risk.
Derivative Instruments:
The Group uses foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to
accounts receivable and accounts payable. The use of foreign currency forward contracts is governed by the Group’s strategy
approved by the Board of Directors, which provide principles on the use of such forward contracts consistent with the Group’s
Risk Management Policy. The Group does not use forward contracts for speculative purposes.
The following forward exchange contracts are outstanding as at balance sheet date:
Equity Risk
There is no material equity risk relating to the Group’s equity investments which are detailed in note 7. The Group equity
investments majorly comprises of strategic investments rather than trading purposes.
Interest Risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument that will fluctuate because of changes
in market rates. The Group’s exposure to the risk of changes in market rates relates primarily to the Group’s non-current debt
obligations with floating interest rates. The Group’s policy is generally to undertake non current borrowing using facilities that
carry floating interest rate.
Moreover, the short-term borrowings of the Group do not have a significant fair value or cash flow interest rate risk due to
their short tenure.
245
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
At the end of reporting period, the Group had the following variable interest rate borrowings and fixed interest rate financial assets:
Particulars As at As at
31 March, 2019 31 March, 2018
Non-current variable interest rate borrowings 1,321.04 1,739.99
Non-current fixed interest rate borrowings 111.94 138.55
Current variable interest rate borrowings 5,295.86 14.59
Fixed interest rate financial assets 254.96 2,218.32
The credit risk on investment in mutual funds and derivative financial instruments is limited because the counter parties are
reputed banks or funds sponsored by reputed bank.
All current financial liabilities are repayable within one year. The contractual maturities of non-current liabilities are disclosed in note 19.
As at 31 March, 2018
Borrowings including future interest payable 452.58 1,804.70 510.06 2,767.34 2,454.87
Trade payables 52,608.74 - - 52,608.74 52,608.74
Other financial liabilities (Current and Non-current) 8,549.34 606.56 - 9,155.90 9,155.90
61,610.66 2,411.26 510.06 64,531.98 64,219.51
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
1. Holding company
Name of holding Country Holding
As at As at
31 March, 2019 31 March, 2018
Tata Chemicals Ltd. India 50.06% 50.06%
2. List of Subsidiaries
Name of subsidiaries Country Holding
As at As at
31 March, 2019 31 March, 2018
Direct
Rallis Chemistry Exports Ltd.* India - 100.00%
Metahelix Life Science Ltd. India 100.00% 100.00%
Zero Waste Agro Organics Ltd. India 100.00% 100.00%
Indirect
PT. Metahelix Lifesciences Indonesia Indonesia 65.77% 65.77%
* During the year ended 31 March, 2019, Rallis Chemistry Exports Ltd. has made an application to the Registrar of Companies for removal of its
name from the Register of Companies, hence investment has been written off from books of accounts. However, it is continue to be subsidiary
of the Group till the time of removal of its name from Register of Companies.
5. Promoter Group
Tata Sons Private Limited
247
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
7. Trading transactions
During the year, Group entered into following trading transactions with related parties:
Sale of goods to related parties were made at the Group’s usual list prices, less average discounts. Purchases were made at
market price discounted to reflect the quantity of goods purchased and the relationship between the parties.
8. Service transactions
Particulars Services rendered Services received
For the year ended For the year ended For the year ended For the year ended
31 March, 2019 31 March, 2018 31 March, 2019 31 March, 2018
Holding Company
Tata Chemical Ltd. 49.26 74.19 0.35 0.89
Investor of Holding Company
Tata Sons Private Ltd. - - 270.10 229.71
Subsidiaries Tata Sons Private Ltd.
Tata AIG General Insurance Co. Ltd - - 17.84 19.22
Tata Consultancy Services Ltd. - - 96.76 314.56
Ecofirst Services Limited - - 4.30 4.93
Advinus Therapeutics Ltd* - 6.93 - 20.58
TC Travels & Services Ltd - - - 0.12
Tata Teleservices Limited - - 11.23 14.06
Tata Capital Financial Services Ltd. - - - 1.58
Tata Africa Services (Nigeria) Limited - - - 0.26
TASEC Limited - - 11.33 -
Tata Strategic Management Group - - 89.54 -
(Division of Tata Industries Limited)
* Advinus Therapeutics Ltd cease to be related party from 5 October, 2017
Services were received at market price and any discount to reflect the relationship between the parties.
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
9. Investment transactions
Particulars Investment made Investment sold
For the year ended For the year ended For the year ended For the year ended
31 March, 2019 31 March, 2018 31 March, 2019 31 March, 2018
Impetis Biosciences Limited (w.e.f. 05.10.2017) - 337.63 - -
Advinus Therapeutics Ltd. - - - 1,828.60
Rallis Chemistry Exports Ltd. 19.60 - - -
The following balances were outstanding at the end of the reporting period:-
Particulars Amounts owed by related parties Amounts owed to related parties
As at As at As at As at
31 March, 2019 31 March, 2018 31 March, 2019 31 March, 2018
Holding Company
Tata Chemical Ltd. 49.26 - 70.60 17.79
Subsidiaries Tata Sons Private Ltd.
Tata AIG General Insurance Co. Ltd. 0.70 0.44 - -
Tata Consultancy Services Ltd. - - - 6.67
Tata Strategic Management Group - - 59.24 -
(Division of Tata Industries Limited)
Tata Consulting Engineers Ltd. 11.79 - - -
Tata Teleservices (Maharashtra) Limited - - 0.02 0.24
The amounts outstanding are unsecured and will be settled in cash. No guarantees have been given or taken during the year
except as below. No expense has been recognised in the current or prior years for bad and doubtful debts in respect of the
amounts owed by related parties.
The Group has issued a corporate guarantee to debenture trustee in respect of issuance of debentures of ` 27,000.00 lakhs by
Advinus Therapeutics Ltd. (Advinus), to the extent of 16.89% of the total subscription of debentures issued by Advinus. Corporate
guarnatee had been released during the previous year on 5 October, 2017. The Group’s maximum exposure in this respect is of
` Nil as at 31 March, 2019 (31 March, 2018: ` Nil).
12.Compensation of key management personnel
The remuneration of key management personnel during the year was as follows:
Particulars For the year ended For the year ended
31 March, 2019 31 March, 2018
Short term benefits 528.90 535.96
Post-Employment benefits ( PF + Superannuation) 28.11 25.68
The remuneration of key management personnel is determined by the remuneration committee having regard to the
performance of individuals and market trends. It is exclusive of gratuity and compensated absences.
249
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
a. Guarantees
Gurantees issued by bank on behalf of the Group as on 31 March, 2019 is ₹ 161.09 lakhs (31 March, 2018 ₹ 273.40
lakhs) these are covered by the charge created in favour of the said subsidiary’s bankers by way of hypothication of
stock and debtors.
b. Tax contingencies
Amounts in respect of claims asserted by various revenue authorities on the Group, in respect of taxes, which are in dispute,
have been tabulated below:
Nature of tax As at As at
31 March, 2019 31 March, 2018
Sales tax 1,313.56 1,372.84
Excise duty 515.35 525.70
Customs duty 144.10 144.10
Income tax 12,123.24 9,411.76
Service tax 61.01 60.26
The management believes that the claims made are untenable and is contesting them. As of the reporting date, the
management is unable to determine the ultimate outcome of above matters. However, in the event the revenue authorities
succeed with enforcement of their assessments, the Group may be required to pay some or all of the asserted claims and
the consequential interest and penalties, which would reduce net income and could have a material adverse effect on
net income in the respective reported period.
Management is generally unable to reasonably estimate a range of possible loss for proceedings or disputes other than those
included in the estimate above, including where:
(i) plaintiffs / parties have not claimed an amount of money damages, unless management can otherwise determine an
appropriate amount;
(ii) the proceedings are in early stages;
(iii) there is uncertainty as to the outcome of pending appeals or motions or negotiations;
(iv) there are significant factual issues to be resolved; and/or
(v) there are novel legal issues presented.
However, in respect of the above matters, management does not believe, based on currently available information, that
the outcomes of the litigation, will have a material adverse effect on the Group’s financial condition, though the outcomes
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
could be material to the Group’s operating results for any particular period, depending, in part, upon the operating results
for such period.
d. The Hon’ble Supreme Court of India (“SC”) by their order dated February 28, 2019, in the case of Surya Roshani Limited &
others v/s EPFO, set out the principles based on which allowances paid to the employees should be identified for inclusion
in basic wages for the purposes of computation of Provident Fund contribution. Subsequently, a review petition against
this decision has been filed and is pending before the SC for disposal. In view of the management, the liability for the
period from date of the SC order to 31 March 2019 is not significant and has been provided in the books of account. Further,
pending decision on the subject review petition and directions from the EPFO, the impact for the past period, if any, is not
ascertainable and consequently no effect has been given in the accounts.
42: Commitments
(i) Estimated amount of contract with minimum commitment for plant activity ` 2317.50 lakhs (31 March, 2018 ` 3,399 lakhs).
(ii) Estimated amount of contracts remaining to be executed on capital account of property, plant and equipment is ₹ 1512.42
lakhs as at 31 March, 2019 (31 March, 2018: ₹ 525.94 lakhs) and Intangible assets is ₹ 6.41 lakhs as at 31 March, 2019
(31 March, 2018: ₹ 89.05 lakhs) against which advances paid aggregate ₹ 84.07 lakhs as at 31 March, 2019 (31 March, 2018:
₹ 53.50 lakhs).
(iii) Capital commitment towards investment in PT. Metahelix Lifesciences Indonesia ₹ Nil (31 March, 2018 ₹ 119.76 lakhs).
(iv) For lease commitments refer note no 37.
Particulars (Refer footnote) For the year ended For the year ended
31 March, 2019 31 March, 2018
On property, plant and equipment 156.08 91.65
On items which have been expensed during the year
- Materials 157.85 163.79
- Employee benefits expense 1,624.06 1,701.27
- Professional fees 274.90 244.53
- Consumables 128.44 125.94
- Finance costs 0.57 1.05
- Travelling expenses 94.78 108.75
- Rent 40.60 38.28
- Depreciation and amortisation expense 293.12 400.71
- Others 588.39 379.67
Expenses - External agency 19.38 20.85
Total 3,378.17 3,276.49
During the year, the Group has also incurred ₹ 4.60 lakhs (31 March, 2018 ₹ 43.58 lakhs) towards capital research and development
expenditure which is included under tangible assets under development. The total amount included in tangible assets under
development as at 31 March, 2019 is ₹ 1,287.69 lakhs (31 March, 2018 ₹ 1,234.39 lakhs).
footnote:
The above figures include the amounts based on separate accounts for the Research and Developments (“”R&D””) Centre recognised by the
Department of Scientific & Industrial Research (“”DSIR””), Ministry of Science and Technology for in-house research (consonance with the DSIR
guidelines for in-house R & D Centre will be evaluated at the time of filing the return with DSIR).
251
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Recoverable taxes which is being claimed for set-off as input credit has not been included in the expenditure above.
45: Disclosures as required under Schedule III to the Companies Act 2013 with respect to consolidated
financial statements.
a ) As at and for the year ended 31 March, 2019
Name of the entity in the Group As at For the year ended For the year ended For the year ended
31 March, 2019 31 March, 2019 31 March, 2019 31 March, 2019
Net assets* Share in profit or loss Share in other Share in total
comprehensive income comprehensive income
As % of Amount As % of Amount As % of Amount As % of Amount
consolidated consolidated consolidated consolidated
net assets profit or loss other total
comprehensive comprehensive
income income
Parent
Rallis India Ltd. 96.94% 1,24,835.73 83.33% 12,897.83 57.92% (85.72) 83.57% 12,812.11
Foreign
PT. Metahelix Lifesciences Indonesia 0.14% 184.18 -0.39% (60.06) - - -0.39% (60.06)
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Foreign
PT. Metahelix Lifesciences Indonesia 0.09% 110.63 -0.36% (59.53) - - -0.36% (59.53)
(incorporated in the year 2016-17)
* During the year ended 31 March, 2019, the Company has made an application to the Registrar of Companies for removal of its name from
the Register of Companies, hence investment has been written off from books of accounts.
253
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
47: Dislosure under Ind AS 115 - Revenue from contracts with customers
The Company is engaged into manufacturing of agri inputs. There is no impact on the Company’s revenue on applying Ind AS 115 from the
contract with customers.
Disaggregation of revenue from contracts with customers
Manufacturing
Trading
* Consequent to clarifications published by the Institute of Chartered Accountants of India (ICAI), the amount of export incentive has been
recognised as “Other Income” with effect from July 2018. In earlier periods these amounts were reported under “Other Operating Revenue”
in the Statement of Profit and Loss.
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
Major segment
255
Rallis India Limited Financial Statements
Notes to the Consolidated financial statements for the year ended 31 March, 2019
All amounts are in ` lakhs unless otherwise stated
48: Consequent to the issuance of “Guidance Note on Division II -Ind AS Schedule III to the Companies Act ,2013 “, certain items
of consolidated financial statement have been regrouped/reclassified.
49: The Holding Company made a contribution to an electoral trust of ` 500 lakhs (31st March, 2018 ` Nil) which is included in
other expenses.
51: The MCA wide notification dated 11 October, 2018 has amended Schedule Ill to the Companies Act, 2013 in respect of
certain disclosures. The Group has incorporated appropriate changes in the above results.
Form AOC-1
Statement Pursuant to first proviso to sub-section (3) of Section 129 of the Companies Act, 2013 read with Rule 5 of Companies
(Accounts) Rules, 2014 in the prescribed Form AOC-1 containing salient features of the financial statement of subsidiaries/
associate companies/joint ventures
257
Rallis India Limited Notice
Notice
NOTICE is hereby given that the 71st Annual General Meeting of the Board) to alter and vary the terms and conditions
of Rallis India Limited will be held at Walchand Hirachand Hall, of the said appointment in such manner as may be
4th Floor, Indian Merchants’ Chamber Building, IMC Marg, agreed to between the Board and Mr. Mukundan.
Churchgate, Mumbai - 400 020 on Friday, 28th June, 2019 at
3.00 p.m. to transact the following business: RESOLVED FURTHER THAT the Board be and is hereby
authorised to take all such steps as may be necessary,
ORDINARY BUSINESS proper and expedient and to do any acts, deeds, matters
1. To receive, consider and adopt the Audited Standalone and things to give effect to this Resolution.”
Financial Statements of the Company for the financial
6. ppointment of Mr. Sanjiv Lal (DIN: 08376952) as a
A
year ended 31st March, 2019 together with the Reports
Director of the Company
of the Board of Directors and Auditors thereon.
To consider and, if thought fit, to pass the following
2. To receive, consider and adopt the Audited Consolidated
resolution as an Ordinary Resolution:
Financial Statements of the Company for the financial
year ended 31st March, 2019 together with the Report “RESOLVED THAT Mr. Sanjiv Lal (DIN: 08376952)
of the Auditors thereon. who was appointed as an Additional Director of the
3. To declare dividend for the financial year 2018-19 on Company with effect from 1st April, 2019 by the Board
Equity Shares. of Directors and who holds office upto the date of the
forthcoming Annual General Meeting of the Company
4.
To appoint a Director in place of Mr. Bhaskar Bhat in terms of Section 161(1) of the Companies Act, 2013
(DIN: 00148778), who retires by rotation and being (‘the Act’) [including any statutory modification(s) or
eligible, offers himself for re-appointment. re-enactment(s) thereof ] and Article 116 of the Articles
of Association of the Company, but who is eligible for
SPECIAL BUSINESS appointment and in respect of whom the Company
5. pproval for appointment of Mr. R. Mukundan
A has received a notice in writing from a Member under
(DIN: 00778253) as Managing Director & CEO for the Section 160(1) of the Act proposing his candidature for
term ending 31st March, 2019 the office of a Director, be and is hereby appointed as a
To consider and, if thought fit, to pass the following Director of the Company.”
resolution as an Ordinary Resolution:
Appointment of Mr. Sanjiv Lal (DIN: 08376952) as
7.
“RESOLVED THAT pursuant to the provisions of
Managing Director & CEO of the Company
Section 196 read with Schedule V and other applicable To consider and, if thought fit, to pass the following
provisions of the Companies Act, 2013 [including any resolution as an Ordinary Resolution:
statutory modification(s) or re-enactment(s) thereof ],
the Companies (Appointment and Remuneration of “RESOLVED THAT pursuant to the provisions of
Managerial Personnel) Rules, 2014, as amended from Sections 196, 197 and 198 read with Schedule V and
time to time and such other approvals, permissions and other applicable provisions of the Companies Act,
sanctions as may be required, consent of the Company 2013 [including any statutory modification(s) or
be and is hereby accorded to the appointment of re-enactment(s) thereof ], the Companies (Appointment
Mr. R. Mukundan (DIN: 00778253) as Managing Director and Remuneration of Managerial Personnel) Rules,
& CEO of the Company for a period commencing from 2014, as amended from time to time and such
3rd December, 2018 upto 31st March, 2019, upon the other approvals, permissions and sanctions as may
terms and conditions as set out in the Explanatory be required, consent of the Company be and is
Statement annexed to this Notice, with liberty to the hereby accorded to the appointment and terms of
Board of Directors (hereinafter referred to as ‘the Board’ remuneration of Mr. Sanjiv Lal (DIN: 08376952) as
which term shall be deemed to include the Committee Managing Director & CEO of the Company for a period
259
Rallis India Limited Notice
Members are requested to note that a person can act Members holding shares in electronic form
as a proxy on behalf of members not exceeding 50 and are requested to provide these details to their
holding in aggregate not more than 10% of the total respective Depository Participants.
share capital of the Company carrying voting rights. If a
(b) Members holding shares in electronic form are
proxy is proposed to be appointed by a Member holding
hereby informed that bank particulars registered
more than 10% of the total share capital of the Company
against their respective depository accounts will
carrying voting rights, then such proxy shall not act as a
be used by the Company for payment of dividend.
proxy for any other person or Member.
The Company or TSRDL cannot act on any request
received directly from the Members holding
3. Book Closure and Dividend:
shares in electronic form for any change of bank
The Register of Members and the Share Transfer
(a) particulars or bank mandates. Such changes are
Books of the Company will be closed from to be advised only to the respective Depository
Friday, 21st June, 2019 to Friday, 28th June, Participants of the Members.
2019 (both days inclusive).
5. The Securities and Exchange Board of India (‘SEBI’) has
(b) If dividend on Equity Shares, as recommended
mandated the transfer of securities to be carried out only
by the Board, is approved at the Annual General
in dematerialised form (except in case of transmission or
Meeting (‘AGM’), it will be paid on or after 2nd July,
transposition of securities) effective from 1st April, 2019.
2019 as under:
Accordingly, requests for physical transfer of securities
(i) To all Beneficial Owners in respect of shares of listed entities shall not be processed from 1st April,
held in electronic form, as per details 2019 onwards. In view of such amendment and in order
furnished by the Depositories for this purpose to eliminate the risks associated with physical holding of
as at the end of the business hours on shares, Members who are holding shares in physical form
20th June, 2019. are hereby requested to dematerialise their holdings.
(ii)
To all Members in respect of shares held
6. Members holding shares in physical form in identical
in physical form, whose names are on the
order of names in more than one folio are requested
Company’s Register of Members after giving
to send to the Company or TSRDL, the details of
effect to valid transmission and transposition
such folios together with the share certificates for
requests lodged with the Company before
consolidating their holdings in one folio. A consolidated
the end of business hours on 20th June, 2019.
share certificate will be returned to such Members after
4. Payment of dividend through electronic means: making requisite changes thereon.
(a) To avoid loss of dividend warrants in transit and 7. Members/proxyholders and authorised representatives
undue delay in receipt of dividend warrants, the are requested to bring to the Meeting, the duly filled
Company provides the facility to the Members in attendance slip(s) enclosed herewith. Corporate
for remittance of dividend directly in their bank Members intending to send their authorised
accounts through electronic means. The facility representatives to attend the Meeting pursuant to
is available at all bank branches which have Section 113 of the Act are requested to send to the
registered themselves as participating banks Company, a certified copy of the Board Resolution
with National Payment Corporation of India and authorising their representative to attend and vote on
have joined the Core Banking System. Members their behalf at the Meeting. Members are requested
holding shares in physical form and desirous to carry their copy of the Annual Report to the AGM.
of availing this facility are requested to provide Copies of the Annual Report will not be distributed at
their latest bank account details (Core Banking the Meeting.
Solutions Enabled Account Number, 9 digit MICR
and 11 digit IFS Code), along with their Folio 8.
A route map giving directions to reach the
Number, to the Company’s Share Registrar and venue of the 71st AGM is given at the end of
Transfer Agent, TSR Darashaw Limited (‘TSRDL’). the Notice.
261
Rallis India Limited Notice
Step 1: Log-in to NSDL e-Voting system at b) If you are using NSDL e-Voting system
https://www.evoting.nsdl.com. for the first time, you will need to
retrieve the ‘initial password’ which
Step 2: Cast your vote electronically on NSDL was communicated to you. Once you
e-Voting system. retrieve your ‘initial password’, you need
to enter the same and the system will
Details on Step 1 are mentioned below: force you to change your password.
How to Log-in to NSDL e-Voting website? c) How to retrieve your ‘initial password’?
1.
Visit the e-Voting website of NSDL. Open (i)
If your email ID is registered in
web browser by typing the following URL: your demat account or with the
https://www.evoting.nsdl.com either on a Company, your ‘initial password’
personal computer or on a mobile. is communicated to you on your
263
Rallis India Limited Notice
V.
In order to address any grievances relating to scrutinizing the remote e-voting process as well as
e-voting, you may write or contact NSDL as under: voting through electronic means or by Ballot paper
at the AGM, in a fair and transparent manner.
• Mr. Amit Vishal: +91 22 24994360 or
amitv@nsdl.co.in (e)
The Scrutinizer shall, immediately after the
conclusion of voting at the AGM, first count the
• Ms. Pallavi Mhatre: +91 22 24994545 or
votes cast at the AGM, and thereafter unblock
pallavid@nsdl.co.in
the votes cast through remote e-voting, in the
•
Mr. Pratik Bhatt: +91 22 24994738 or presence of at least two (2) witnesses not in the
pratikb@nsdl.co.in employment of the Company.
•
Ms. Sarita Mote: +91 22 24994890 or (f ) The Scrutinizer will collate the votes cast at the AGM
saritam@nsdl.co.in and votes downloaded from the e-voting system
and make, not later than forty eight hours from the
VI. If you are already registered with NSDL for remote conclusion of the AGM, a consolidated Scrutinizer’s
e-voting, then you can use your existing user ID Report of the total votes cast in favour or against, if
and password/PIN for casting your vote. any, to the Chairman or a person authorized by him
in writing, who shall countersign the same.
VII. You can also update your mobile number and
e-mail id in the user profile details of the folio which (g)
The Chairman or the person authorized by
may be used for sending future communication(s). him in writing shall forthwith on receipt of the
consolidated Scrutinizer’s Report, declare the
General instructions/information for Members for result of the voting. The result declared, along
voting on the resolutions: with the Scrutinizer’s Report, shall be placed on
the Company’s website, www.rallis.co.in and on
(a) A Member can vote either by remote e-Voting or
the website of NSDL, www.evoting.nsdl.com
at the AGM. If a Member votes by both the modes,
immediately after their declaration, and
then the votes cast through remote e-Voting shall
communicated to the Stock Exchanges where the
prevail and the votes cast at the AGM shall be
Company’s shares are listed, viz. BSE Limited and
considered invalid.
the National Stock Exchange of India Limited.
(b)
The voting rights of the Members (for voting
(h) Subject to the receipt of requisite number of votes,
through remote e-Voting or by Ballot paper at the
the resolutions forming part of the AGM Notice
AGM) shall be in proportion to their share of the
shall be deemed to be passed on the date of the
paid-up equity share capital of the Company as on
AGM, i.e. Friday, 28th June, 2019.
21st June, 2019 (‘Cut-Off Date’).
(c) Any person who acquires shares of the Company 14.
SEBl has mandated the submission of Permanent
and becomes a Member of the Company after the Account Number (‘PAN’) and bank account details by
despatch of the AGM Notice and holds shares as every participant in the securities market. Members
on the cut-off date, i.e. 21st June, 2019, may obtain holding shares in electronic form are requested
the login Id and password by sending a request to submit their PAN and bank account details to
at evoting@nsdl.co.in. However, if you are already their respective Depository Participants. Members
registered with NSDL for remote e-voting, then holding shares in physical form are requested to
you can use your existing user ID and password submit their PAN and bank account details to the
for casting your vote. If you have forgotten your Company or TSRDL.
password, you may reset your password by using
“Forgot User Details/Password” option available on 15. Webcast Facility:
www.evoting.nsdl.com.
The Members are informed that the Company will be
(d) Mr. N. L. Bhatia (Membership No. FCS 1176/ CP providing a facility to view the live streaming of the
No. 422) or failing him, Mr. Bhaskar Upadhyay AGM Webcast on the NSDL website. You may access the
(Membership No. FCS 8663/ CP No. 9625) of same at https://www.evoting.nsdl.com by using your
N L Bhatia & Associates, Practicing Company remote e-Voting credentials. The link will be available in
Secretaries has been appointed by the Board shareholder login where the EVEN of the Company will
of Directors of the Company as Scrutinizer for be displayed.
Yashaswin Sheth
Company Secretary
Mumbai, 25th April, 2019
Registered Office:
Rallis India Limited
156/157 15th Floor
Nariman Bhavan
227 Nariman Point, Mumbai - 400 021
CIN: L36992MH1948PLC014083
Tel. No.: +91 22 6665 2700 I Fax No.: +91 22 6665 2827
E-mail address: investor_relations@rallis.co.in
Website: www.rallis.co.in
265
Rallis India Limited Notice
The principal terms and conditions of appointment of • in the event the Board expresses its loss of
Mr. Mukundan as Managing Director & CEO (hereinafter confidence in the Managing Director & CEO.
vi.
Upon the termination by whatever means of Item Nos. 6 & 7:
employment of the Managing Director & CEO:
At the Board Meeting of the Company held on 9th February,
•
the Managing Director & CEO shall 2019, the Board had, based on the recommendations of the
immediately cease to hold office held by him NRC and subject to the approval of the Members, appointed
in any subsidiaries or associate companies Mr. Sanjiv Lal as Managing Director & CEO of the Company for
without claim for compensation for loss of a period of 5 years commencing from 1st April, 2019 to 31st
office by virtue of Section 167(1)(h) of the March, 2024, in accordance with the provisions of Sections
Act and shall resign as trustee of any trust 196 and 197 read with Schedule V of the Act.
connected with the Company.
Mr. Lal was appointed as an Additional Director of the
•
the Managing Director & CEO shall not Company with effect from 1st April, 2019 by the Board
without the consent of the Company at of Directors. In terms of Section 161(1) of the Act, Mr. Lal
any time thereafter represent himself as holds office upto the date of this AGM but is eligible for
connected with the Company or any of its appointment as a Director. The Company has received a
subsidiaries or associate companies.
Notice from a Member in writing under Section 160(1) of the
Act proposing his candidature for the office of Director.
vii. If at any time, the appointee ceases to be a Director
of the Company for any reason whatsoever, he Mr. Sanjiv Lal, 58 years, was the Chief Operating Officer of
shall cease to be the Managing Director & CEO. the India Chemicals Business of Tata Chemicals Limited
(‘TCL’) prior to his appointment as Managing Director &
viii. The terms and conditions of appointment of the
CEO of the Company. After joining TCL in 2004, he has
Managing Director & CEO also include clauses
held manufacturing responsibilities at two of its units,
pertaining to adherence with the Tata Code of
Conduct, no conflict of interest with the Company, handled its Agri Retail Business, headed the organisational
protection and use of Intellectual Properties, non- transformation and business excellence function, headed
solicitation post cessation and maintenance of the information technology function and was also
confidentiality. nominated as the Joint Managing Director to IMACID,
a JV in Morocco. Before joining TCL, Mr. Lal has
The appointment of Mr. R. Mukundan as the Managing worked with Hindustan Unilever for 21 years in
Director & CEO is in accordance with the conditions set out various functions in manufacturing and specialty
in Part – 1 of Schedule V of the Act as also conditions set out chemicals business.
under Section 196(3) of the Act. He is not disqualified from
being appointed as Director in terms of Section 164 of the Act. Mr. Lal is a B. Tech in Chemical Engineering and graduated
from the Indian Institute of Technology, New Delhi in 1983.
T he Board commends the Ordinary Resolution as set out at He has attended various executive development programs
Item No. 5 of the accompanying Notice for approval of the within Unilever and Tata Group including Management
Members of the Company in relation to the appointment of Development program at IMD Switzerland and the Tata
Mr. Mukundan as the Managing Director & CEO for the period Strategic Leadership Program.
commencing from 3rd December, 2018 to 31st March, 2019
pursuant to provisions of Section 196 read with Schedule D The principal terms and conditions of Mr. Lal’s appointment
of the Act. as the Managing Director & CEO (hereinafter referred to as
‘Mr. Lal’ or ‘Managing Director & CEO’) are as follows:
T he above may be treated as a written memorandum setting
out the terms of appointment of Mr. Mukundan under Section Period of Appointment: Five years from 1st April, 2019 upto
190 of the Act. 31st March, 2024 (both days inclusive).
267
Rallis India Limited Notice
Remuneration and other terms of appointment: Privilege leave not availed by him is encashable in
A) Salary: ` 4,50,000 per month (starting from April 2019) accordance with the rules of the Company.
in the scale of ` 3,75,000 to ` 10,00,000.
C) Commission: Such remuneration by way of commission,
The annual increments which will be effective 1st April in addition to the salary and benefits, perquisites and
each year (starting from April 2020) will be decided by allowances payable, calculated with reference to the
the Board, based on recommendation of the NRC and net profits of the Company in a particular financial year,
will be merit based and take into account the Company’s as may be determined by the Board at the end of each
performance as well. financial year, subject to the overall ceilings stipulated
in Section 197 of the Act. The specific amount payable
B) Benefits, Perquisites and Allowances: will be based on performance as evaluated by the Board
i. Rent free residential accommodation (furnished or a Committee thereof duly authorized in this behalf
or otherwise), the Company bearing the cost of and will be payable annually after the Annual Financial
repairs, maintenance, society charges and utilities Statements have been adopted by the Board.
(e.g. gas, electricity and water charges) for the said
D)
Incentive remuneration: In cases where the net profits
accommodation.
of the Company are inadequate for payment of profit
OR linked commission, incentive remuneration, not
If accommodation is not provided by the Company, exceeding 200% of the annual basic salary, to be paid
House Rent, House Maintenance and Utility at the discretion of the Board annually, based on certain
Allowances aggregating 85% of the basic salary. performance criteria and such other parameters as may
be considered appropriate from time to time.
ii.
Hospitalization, Transport, Telecommunication
and other facilities in accordance with the Rules of An indicative list of factors that may be considered
the Company: for determining the extent of commission/incentive
a. Hospitalization and major medical expenses remuneration, by the Board which will be payable
for self, spouse and dependent (minor) annually after the Annual Accounts have been
children; approved, are:
b. Car, with driver provided, maintained by the
i.
Company performance on certain defined
Company, for official and personal use;
qualitative and quantitative parameters as may be
c.
Telecommunication facilities including decided by the Board from time to time;
broadband, internet and fax;
ii. Industry benchmarks of remuneration;
d. Housing Loan facility.
iii. Performance of the individual.
iii.
Other perquisites and allowances, subject to a
maximum of 55% of the basic salary as follows: E) inimum Remuneration: Notwithstanding anything
M
to the contrary herein contained, where in any
a. Allowances - 33.34% of basic salary
financial year during the currency of the tenure of the
b. Leave Travel Concession/Allowance - 8.33%
Managing Director & CEO, the Company has no profits
of basic salary
or its profits are inadequate, the Company will pay to
c. Medical Allowance - 8.33% of basic salary him remuneration by way of Salary, Benefits, Perquisites
d.
Personal Accident Insurance and Club and Allowances and Incentive Remuneration as
Membership fees at actuals, subject to a cap specified above.
of 5% of basic salary
F) Insurance: The Company will take an appropriate
iv. Company’s contribution to Provident Fund, Directors’ and Officers’ Liability Insurance Policy and
Superannuation or Annuity Fund and Gratuity pay the premiums for the same. It is intended to
Fund as per the rules of the Company. maintain such insurance cover for the entire period of
v. The Managing Director & CEO shall be entitled to appointment, subject to the terms of such policy in force
leave in accordance with the rules of the Company. from time to time.
v. In the event the Managing Director & CEO is not r. Lal satisfies all the conditions set out in Part-I of Schedule
M
in a position to discharge his official duties due V of the Act as also conditions set out under Section 196(3)
to any physical or mental incapacity, the Board of the Act for being eligible for his appointment. He is not
shall be entitled to terminate his contract on such disqualified from being appointed as Director in terms of
terms as the Board may consider appropriate in the Section 164 of the Act. Further, Mr. Lal has also confirmed
circumstances. that he is not debarred from holding the office of Director
by virtue of any SEBI Order or any such authority pursuant to
vi.
Upon the termination by whatever means of circulars dated 20th June, 2018 issued by BSE Limited and the
employment of the Managing Director & CEO: National Stock Exchange of India Limited pertaining to
•
the Managing Director & CEO shall enforcement of SEBI Orders regarding appointment of
immediately cease to hold office held by him Directors by the listed companies.
269
Rallis India Limited Notice
Yashaswin Sheth
Company Secretary
Mumbai, 25th April, 2019
Registered Office:
Rallis India Limited
156/157 15th Floor
Nariman Bhavan
227 Nariman Point, Mumbai - 400 021
CIN: L36992MH1948PLC014083
Tel. No.: +91 22 6665 2700 I Fax No.: +91 22 6665 2827
E-mail address: investor_relations@rallis.co.in
Website: www.rallis.co.in
271
Rallis India Limited Notice
Name of Director Mr. Bhaskar Bhat Mr. R. Mukundan Mr. Sanjiv Lal Dr. Punita Kumar-Sinha
DIN 00148778 00778253 08376952 05229262
Date of Birth 29th August, 1954 19th September, 1966 6th March, 1961 13th May, 1962
Age 64 years 52 years 58 years 56 years
Date of first 8th October, 2015 3rd December, 2009 1st April, 2019 26th March, 2014
appointment
Qualifications Graduated in Mechanical BE (Electrical Engineering) B. Tech in Chemical Ph. D in Finance, The Wharton
Engineering from IIT, Madras from IIT, Roorkee and MBA Engineering from IIT Delhi School, University of
and PGDBM from IIM, from FMS, Delhi University; Pennsylvania, Masters in
Ahmedabad Advanced Management Finance, The Wharton School,
Programme at Harvard University of Pennsylvania;
Business School Master of Business
Administration, Drexel
University, Philadelphia;
Bachelor of Technology,
IIT, Delhi
Expertise in specific Mr. Bhat has extensive Mr. R. Mukundan has Mr. Sanjiv Lal has over 36 Dr. Punita Kumar-Sinha
functional areas experience and expertise in wide experience in the years of rich and varied has more than 30 years
sales and marketing. He is the field of strategy, business experience in the chemical of experience in Global/
Managing Director of Titan development, corporate industry in terms of Indian financial markets
Company Limited since April quality, planning, manufacturing, sales and and economics, fund
2002. At Titan, Mr. Bhat has manufacturing and general marketing, strategy, IT and management, general
dealt with Sales & Marketing, management general management management and corporate
HR, international business and finance. She also has
various general managerial numerous years of experience
assignments in corporate governance
Terms and N. A. Appointment as Managing Appointment as Managing Re-appointment as an
conditions of Director & CEO effective Director & CEO effective 1st Independent Director for a
appointment/ 3rd December, 2018 upto April, 2019 upto 31st March, period commencing from
re-appointment 31st March, 2019 (Refer 2024 (Refer Item Nos. 6 & 7 of 30th June, 2019 to 25th
Item No. 5 of the Notice and the Notice and Explanatory March, 2024 (Refer Item No. 8
Explanatory Statement) Statement) of the Notice and Explanatory
Statement)
Details of Sitting Fees: ` 3,00,000 Nil** NA Sitting Fees: ` 2,20,000
remuneration last Commission: Nil** Commission: ` 20,00,000
drawn# (FY 2018-19)
No. of Board 8 8 NA 8
Meetings attended
during the year
Relationship with None None None None
other Directors and
KMPs
No. of shares held in
the Company:
(a) Own NIL NIL NIL NIL
(b) For other NIL NIL NIL NIL
persons on a
beneficial basis
List of other 1. Tata Chemicals Limited* 1. Tata Chemicals Limited* NIL 1. Sobha Limited*
Companies in which 2. Titan Company Limited* 2. Tata International Limited 2. Bharat Financial Inclusions
Directorship held as 3. Titan Engineering & Limited*
on 31st March, 2019 Automation Limited 3. Metahelix Life Sciences 3. Mahindra Intertrade Limited
(excluding foreign, 4. Trent Limited* Limited 4. SREI Infrastructure Finance
private and Section 8 5. Bosch Limited* Limited*
Companies) 6. Tata SIA Airlines Limited 5. JSW Steel Limited*
7. Carat Lane Trading Pvt. 6. Infosys Limited*
Limited 7. Metahelix Life Sciences
Limited
8. FINO Payments Bank Limited
273
ROUTE MAP to the Venue of the 71st Annual General Meeting
274 |
Venue: Walchand Hirachand Hall, 4th Floor, Indian Merchants’ Chamber Building, IMC Marg, Churchgate, Mumbai - 400 020
Landmark: Next to Churchgate Station
Rallis India Limited
Current Assets 1,00,551 86,867 53,815 50,089 55,198 41,008 38,749 35,657 33,877 32,450
Current Liabilities 47,751 47,855 33,855 30,324 31,884 33,629 29,654 32,990 34,406 30,400
Net Current Assets 52,800 39,012 19,959 19,765 23,313 7,380 9,095 2,668 (529) 2,050
TOTAL CAPITAL EMPLOYED 1,31,922 1,20,006 1,14,695 95,430 90,225 75,308 70,578 66,924 59,572 43,090
Capital
- Preference - - - - - - - - - -
- Equity 1,945 1,945 1,945 1,945 1,945 1,945 1,945 1,945 1,945 1,296
Total 1,945 1,945 1,945 1,945 1,945 1,945 1,945 1,945 1,945 1,296
Reserves 1,22,891 1,15,940 1,10,595 89,890 80,742 69,380 60,204 53,420 48,391 40,983
Less: Miscellaneous Expenditure - - - - - - - -
Net Worth 1,24,836 1,17,885 1,12,540 91,835 82,687 71,324 62,149 55,365 50,336 42,279
Borrowings
- Short term 5,296 15 10 208 4,277 1,642 - 3,122 972 161
- Long term 1,790 2,107 2,146 3,387 3,261 2,341 8,429 8,437 8,265 650
Total 7,086 2,121 2,155 3,595 7,538 3,983 8,429 11,559 9,236 811
TOTAL SOURCES 1,31,922 1,20,006 1,14,695 95,430 90,225 75,308 70,578 66,924 59,572 43,090
Summary of Operations
Revenue from operations 1,67,150 1,51,594 1,49,039 1,38,672 1,59,632 1,62,145 1,40,984 1,24,680 1,11,322 91,852
Other Income 2,572 893 1,051 466 172 576 1,145 750 3,436 2,882
Total Income 1,69,722 1,52,487 1,50,090 1,39,138 1,59,804 1,62,720 1,42,130 1,25,430 1,14,758 94,734
Expenses
Materials consumed 1,01,612 86,701 79,601 73,702 88,453 93,334 83,419 70,893 62,824 50,339
Personnel cost 13,847 12,565 11,401 10,245 10,354 8,869 7,784 8,033 6,958 7,498
Excise duty - 1,752 10,468 9,868 10,369 10,272 9,480 7,882 8,230 6,000
Finance cost 486 329 267 792 479 805 1,251 1,037 332 267
Depreciation 3,928 4,057 4,218 3,783 4,459 3,597 2,881 2,711 1,716 1,831
Other expenses 31,061 27,957 24,042 24,231 25,116 24,938 19,979 18,146 16,340 13,580
Total 1,50,934 1,33,361 1,29,997 1,22,620 1,39,229 1,41,816 1,24,794 1,08,702 96,400 79,515
Profit before tax and prior year 18,788 19,126 20,094 16,518 20,575 20,904 17,335 16,728 18,357 15,219
adjustment and exceptional item
Excpetional item: Cessation Cost - - - - - 1,719 - -
Excpetional item: Sale of Turbhe Plant - - 15,839 - - - - - - -
Profit before tax 18,788 19,126 35,933 16,518 20,575 20,904 17,335 15,009 18,357 15,219
Tax 5,890 4,977 9,329 3,902 6,034 6,268 5,397 4,870 5,736 5,116
Profit after tax 12,898 14,149 26,603 12,616 14,542 14,636 11,938 10,139 12,621 10,104
Other comprehensive income (86) (16) (47) 32 - - - - - -
(net of taxes)
Total comprehensive income 12,812 14,133 26,557 12,648 14,542 14,636 11,938 10,139 12,621 10,104
IMPORTANT RATIOS
Current Assets : Liabilities 2.0 1.9 1.6 1.7 1.7 1.2 1.3 1.1 1.0 1.1
Debt : Equity 0.1 0.0 0.0 0.0 0.1 0.1 0.1 0.2 0.2 0.0
PBT/Turnover % 11.2 12.6 13.5 11.9 12.9 12.9 12.3 13.4 16.5 16.6
Return (PBIT) on Capital Employed % 14.6 15.5 17.8 18.1 23.3 28.8 26.3 26.5 31.4 35.9
Dividend (per share) 2.5 2.5 3.8 2.5 2.5 2.4 2.3 2.2 20.0 18.0
Earnings (per share)* 7 7 14 6 7 8 6 5 65 52
Net Worth (per share)* 64 61 58 47 43 37 32 28 259 326
Previous years figures have been regrouped, wherever necessary.
* Earnings Per Share and Net Worth per share for 2012 is after stock split.
275
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To,
TSR Darashaw Ltd.
Unit: Rallis India Limited
6-10 Haji Moosa Patrawala Industrial Estate,
20 Dr. E. Moses Road, Mahalaxmi,
Mumbai - 400 011.
Folio No.:
PAN: *
CIN/Registration No.: *
Mobile No.:
Email Id:
Bank Details:
IFSC: MICR:
(11 digit) (9 digit)
I/ We hereby declare that the particulars given above are correct and complete. If the transaction is delayed because of incomplete
or incorrect information, I/ We would not hold the Company/ RTA responsible. I/ We undertake to inform any subsequent changes
in the above particulars as and when the changes take place. I/ We understand that the above details shall be maintained by you
till I/We hold the securities under the above-mentioned Folio No.
Place:
Date: Signature of Sole/ First holder
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RALLIS INDIA LIMITED
ATTENDANCE SLIP
Folio No.: DP ID No.: Client ID No.:
I/We hereby record my/our presence at the SEVENTY FIRST ANNUAL GENERAL MEETING of the Company at Walchand
Hirachand Hall, 4th Floor, Indian Merchants’ Chamber Building, IMC Marg, Churchgate, Mumbai - 400 020, on Friday, the
28th June, 2019 at 3.00 p.m.
NOTES:
1. Only Member/Proxyholder can attend the Meeting.
2. Please complete the Folio/DP-Client ID No. and name of the Member/Proxyholder, sign this Attendance Slip and hand it over, duly signed, at
the entrance of the Meeting Hall.
3. A Member/Proxyholder attending the Meeting should bring the copy of the Annual Report for reference at the Meeting.
I/ We, being the Member(s) of the above named Company, holding ............................. shares, hereby appoint:
(1) Name: .......................................................... Address: ...........................................................................................................................................................................................
E-mail Id: ..................................................... Signature: .......................................................... or failing him/her;
(2) Name: .......................................................... Address: ...........................................................................................................................................................................................
E-mail Id: .....................................................Signature: .......................................................... or failing him/her;
(3) Name: .......................................................... Address: ...........................................................................................................................................................................................
E-mail Id: .....................................................Signature: ..........................................................
as my/our Proxy to attend and vote (on a poll) for me/us and on my/ our behalf at the SEVENTY FIRST ANNUAL GENERAL MEETING of the
Company, to be held on Friday, the 28th June, 2019 at 3.00 p.m. at Walchand Hirachand Hall, 4th Floor, Indian Merchants’ Chamber Building,
IMC Marg, Churchgate, Mumbai - 400 020 and at any adjournment thereof in respect of such resolutions as are indicated overleaf:
*I wish my above Proxy to vote in the manner as indicated in the box below:
Conferred with a Plaque award for our IGBC Green Building with
Platinum Rating, indicating the highest level of recognition, for our
commendable efforts in incorporating various unique features, We won the first prize for business model innovation for Rallis
showcasing profound commitment towards preserving the Samrudh Krishi organised by the CII-INSTITUTE OF QUALITY at 6th
environment National Excellence Practice Competition 2018
We are Included in the Inclusive business list 2018 for our contribution Our Team receiving award in ‘Out of the Box’ category of
in social space TVW – 10 for our ‘You are safe’ initiative